hello@vbalagos.com
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+234 902 027 0442
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Terms of Service
Effective Date: [To be inserted before launch]
These Terms of Service (“Terms”) govern applications for and use of services provided by VBA — Virtual Business Address (“VBA”, “we”, “us” or “our”). By applying for, subscribing to, paying for or using a VBA service, you agree to these Terms.
1. About VBA and Scope of Services
VBA provides business-support and workspace-related services which may include a professional business address, mail and correspondence management, and meeting-room facilities.
The particular services available may vary by location. Submission of an application does not guarantee that a particular service or location will be available.
VBA is a service provider only. The provision of an address, mail-handling service, meeting facility or related service does not create a partnership, joint venture, agency, employment, fiduciary or other business relationship between VBA and the client beyond the provision of the subscribed service.
2. Application, Verification and Approval
All VBA services are subject to application, review and approval.
Submission of an application does not constitute acceptance, approval or activation of service.
Applicants must provide complete and accurate information requested by VBA. VBA may request valid identification, business-registration documents or other supporting information reasonably required to verify an applicant, understand the intended use of the service, or satisfy compliance requirements.
VBA may approve or reject an application at its discretion, subject to applicable law, and is not required to activate a service until its verification requirements have been satisfactorily completed.
3. Client Information and Continuing Accuracy
The client is responsible for ensuring that information and documentation supplied to VBA are accurate, complete and not misleading.
The client must promptly notify VBA of material changes to information supplied during the application or subscription period, including relevant changes to the client’s business name, contact details, registration status or authorised representative.
A client must not knowingly provide false, misleading, altered or fraudulent information or documentation.
4. Professional Business Address Service
Where the Professional Business Address service is approved and activated, VBA grants the client a limited, non-transferable right to use the assigned VBA address for the purposes expressly permitted under the client’s subscription and these Terms.
The address remains under the control of VBA and does not become the property, permanent establishment or independently controlled premises of the client merely because the client is permitted to use it.
The client must not represent that it owns, leases or has exclusive possession of the premises unless separately agreed in writing.
5. CAC Registration and Company Documentation
Where expressly approved by VBA as part of the client’s service, a client may use the assigned VBA address for permitted CAC registration or company-documentation purposes.
VBA’s provision of an address does not mean that VBA registers, owns, manages, controls, endorses or participates in the client’s company or business.
The client remains solely responsible for the accuracy of its CAC filings, corporate records, statutory obligations and business activities.
VBA does not undertake to provide a utility bill or other document for third-party verification unless VBA has expressly agreed in writing to provide that specific document.
6. Permitted Use of the VBA Address
A client may use the VBA address only:
(a) for the business or professional activity disclosed to and approved by VBA;
(b) for the particular service and location included in the client’s subscription;
(c) during an active subscription; and
(d) in accordance with applicable law and these Terms.
The client’s right to use the address is personal to the approved client or approved business and may not be transferred, sublicensed, shared or made available to another person or entity without VBA’s prior written approval.
7. Prohibited and Unauthorised Use
The VBA address, facilities and services must not be used for any fraudulent, unlawful, deceptive, misleading or unauthorised purpose.
A client must not use VBA’s address:
(a) for a business or entity that has not been disclosed to and approved by VBA;
(b) to create a false or misleading impression concerning the client’s relationship with VBA;
(c) after expiry, suspension or termination of the relevant service;
(d) in connection with fraudulent documentation, impersonation, misrepresentation or unlawful activity;
(e) in a manner likely to expose VBA, its premises, personnel or other clients to unreasonable legal, regulatory, security or reputational risk; or
(f) in any other manner prohibited by applicable law or these Terms.
VBA may investigate suspected misuse and may request further information or documentation from the client.
8. Mail and Correspondence Management
Where mail and correspondence management forms part of the subscribed service, VBA may receive ordinary business correspondence addressed to the approved client at the assigned location.
VBA will notify the client through the contact details provided when relevant correspondence is received.
Unless separately agreed, VBA does not provide a mail-scanning service.
Clients are responsible for collecting correspondence within any collection arrangements communicated by VBA.
VBA may decline to receive items that are unlawful, hazardous, prohibited, excessively large, require special handling, or fall outside the ordinary scope of the service.
Clients must ensure that VBA has current contact information so that notifications can be delivered.
9. Meeting Room Services
Where available, meeting-room facilities are provided by reservation and are subject to availability.
Meeting rooms may only be used for lawful professional or business purposes.
The person making the booking is responsible for the conduct of their visitors and for reasonable care of the premises, furniture and equipment during the booking.
Meeting-room users must comply with reasonable building, security and operational instructions communicated by VBA.
Charges for meeting-room use are separate from the annual Professional Business Address subscription unless VBA expressly states otherwise.
10. Service Locations
VBA may provide different services at different locations.
The availability of one VBA service at a particular location does not mean that every VBA service is available at that location.
The client’s approved service and location will be confirmed during the application and activation process.
VBA may change the services available at a location where reasonably necessary, subject to existing contractual commitments and applicable law.
11. Fees, VAT and Payment
Fees applicable to a service will be communicated to the applicant before payment.
Unless expressly stated otherwise, quoted service fees are exclusive of applicable taxes.
Where Value Added Tax or another applicable tax is required, it will be charged at the rate applicable to the transaction.
Payment must be made through a payment method authorised by VBA.
Applicants should not make payment merely because they have submitted an application. Payment should be made only after VBA has reviewed the application and provided the appropriate payment or invoice instructions.
12. Service Activation
A VBA service becomes active only after:
(a) the application has been approved;
(b) required verification has been satisfactorily completed;
(c) applicable Terms have been accepted;
(d) the required payment has been received and confirmed; and
(e) VBA has communicated activation of the service to the client.
The VBA address must not be used before activation.
13. Subscription Period and Renewal
Annual services operate for the subscription period stated in the client’s invoice, confirmation or activation communication.
Continued use after the end of a subscription period requires renewal and payment of the applicable renewal fee.
Renewal is not automatic unless VBA expressly introduces and communicates an automatic-renewal arrangement.
VBA may require updated client information or verification before renewing a subscription.
14. Changes to Fees
VBA may revise its fees for subsequent subscription or renewal periods.
Where a fee changes, the revised fee will apply to the relevant future subscription or renewal period rather than retrospectively altering a fully paid current subscription, except where required by law or expressly agreed with the client.
The client may decide whether to renew at the applicable renewal price.
15. Client Responsibilities
The client is responsible for:
(a) conducting its business lawfully;
(b) maintaining any licences, registrations, approvals or permits required for its activities;
(c) maintaining accurate and current information with VBA;
(d) complying with these Terms and reasonable operational requirements communicated by VBA;
(e) ensuring that employees, representatives and visitors using VBA services comply with applicable rules; and
(f) promptly discontinuing use of the VBA address when the right to use it ends.
VBA does not assume responsibility for managing the client’s business or ensuring the client’s compliance with laws applicable specifically to the client’s activities.
16. Compliance and Further Verification
VBA may conduct verification at application, activation, renewal or during an active subscription where reasonably necessary.
VBA may request additional identification, registration documents, explanations concerning business activities or intended use, or other reasonable supporting information.
Failure to provide reasonably requested information may result in an application being declined or an existing service being suspended or terminated, subject to applicable law.
Personal information collected for these purposes will be handled in accordance with VBA’s Privacy Notice and applicable data-protection requirements.
17. Suspension and Termination
VBA may suspend or terminate a service where reasonably justified, including where:
(a) fees remain unpaid;
(b) information supplied by the client is materially false or misleading;
(c) the client breaches these Terms;
(d) VBA reasonably suspects fraudulent, unlawful or unauthorised use;
(e) required verification cannot be satisfactorily completed;
(f) continued provision of the service would expose VBA to material legal, regulatory, security or operational risk; or
(g) VBA is required to do so by law or a competent authority.
Where appropriate and legally permissible, VBA may give the client an opportunity to remedy a breach before termination.
Serious suspected fraud, illegality, security concerns or regulatory requirements may justify immediate suspension while the matter is reviewed.
18. Consequences of Expiry or Termination
When a client’s right to use a VBA address ends, the client must promptly stop representing or using that address as its current business or correspondence address except where continued reference is required solely for completing an authorised change of records.
The client remains responsible for making necessary changes to CAC records, websites, stationery, directories, correspondence and other records on which the VBA address appears.
Mail received after termination may be handled in accordance with VBA’s then-current operational policy and applicable law. VBA is not obliged to provide an indefinite mail-receiving service after the subscription has ended.
19. Limitation of VBA's Role
VBA provides address, correspondence, workspace and related support services.
VBA does not become a director, shareholder, partner, employee, agent, representative or participant in a client’s business merely by providing a service.
Unless expressly agreed in writing, VBA does not provide legal, accounting, tax, corporate-secretarial, financial or regulatory advice through the provision of its ordinary services.
The client remains responsible for its own business decisions, representations, contracts, debts, taxes, statutory obligations and dealings with third parties.
20. Liability
Nothing in these Terms excludes or limits liability to the extent that such liability cannot lawfully be excluded or limited.
Subject to applicable law, VBA will not be responsible for losses resulting from matters outside its reasonable control or from a client’s unlawful conduct, inaccurate information, failure to maintain current contact details, failure to collect correspondence, unauthorised use of the address, or failure to comply with these Terms.
Where VBA is responsible for loss arising directly from its failure to provide a subscribed service with reasonable care, liability will be determined in accordance with applicable law and the circumstances of the particular matter.
21. Privacy and Personal Information
VBA collects and processes information necessary to assess applications, verify clients, administer services, communicate with clients, maintain appropriate records and comply with applicable obligations.
More detailed information concerning personal-data processing, retention, sharing, security and applicable rights will be provided in the separate VBA Privacy Notice.
The Privacy Notice forms part of VBA’s overall information-governance framework but is acknowledged separately from the client’s contractual acceptance of these Terms.
22. Communications
Applicants and clients are responsible for providing accurate and current contact information.
VBA may communicate regarding applications, verification, correspondence received, payments, renewals, service matters and compliance through the email address, telephone/WhatsApp number or other official communication channel provided or designated by VBA.
Clients should take reasonable steps to ensure that communications from VBA can be received.
23. Changes to These Terms
VBA may update these Terms from time to time to reflect changes in services, operational requirements, legal requirements or business practices.
Material changes affecting an existing subscription will be communicated where reasonably appropriate.
The version applicable to a transaction or subscription will be the version in force when the relevant service is entered into or renewed, subject to any changes that must apply earlier by law.
24. Governing Law
These Terms and the provision of VBA services are governed by the laws of the Federal Republic of Nigeria.
Nothing in these Terms limits any rights or obligations that cannot lawfully be excluded under applicable Nigerian law.
25. Contact
Questions regarding these Terms or a VBA service may be directed to:
VBA — Virtual Business Address
Email: hello@vbalagos.com
Location: Lagos, Nigeria