TERMS OF SERVICE (Public Offer)

Last Updated: 9 January 2026

Company: NAVI TRADE AND LOGISTICS - FZCO (“Company”, “we”, “us”)

Registered Address: IFZA Business Park, DDP Dubai, United Arab Emirates

Product: “SmartChart” — AI Freight Manager Assistant (the “Service”).

By creating an account, accessing, or using the Service, you agree to these Terms of Service (“Terms”). If you do not agree, do not use the Service.

1. Scope and Parties

1.1. These Terms govern access to and use of the Service provided worldwide by the Company.

1.2. The Service is delivered as Software-as-a-Service (SaaS) through our web interface and applications in Apple AppStore, Google PlayMarket.

2. Account, Eligibility, Verification

2.1. You must be at least 18, have authority to bind your organization, and provide accurate registration data.

2.2. We may conduct sanctions and export-control screening (including geolocation signals) and may suspend or terminate access if risk is identified.

3. Plan, Term, Resources, Pricing Disclosure

3.1. Standard Plan. Price: USD 30. Term: 30 calendar days from activation OR until resources are exhausted, whichever occurs first.

3.2. Resource Exhaustion. Resources are consumed under a Dynamic Pricing Table maintained by the Company (which may include, without limitation, metrics related to request characteristics and/or usage tiers).

3.3. Cost Disclosure on Request. You can request the per-request cost details and the applicable Dynamic Pricing Table by sending an email from your registered account email address to info@navitt.com. Processing time: up to 72 hours.

3.4. No Overdraft. Access may be paused once resources are exhausted.

3.5. Taxes; VAT; Place of Supply. Prices are exclusive of all taxes, duties, and governmental charges (collectively, “Taxes”). You are responsible for all Taxes associated with your purchase and use of the Service, other than taxes imposed on our net income. Where the place of supply is the United Arab Emirates, applicable UAE VAT (currently 5%) will be charged on taxable supplies. Where conditions for zero-rating of exported services are met under UAE VAT law and executive regulations, we will apply zero-rating. If a reverse-charge mechanism applies in your jurisdiction, you must self-assess and account for VAT/GST as required by law. We will issue tax invoices compliant with applicable requirements upon request where legally required.

3.6. Changes. Prospective changes to pricing take effect after notice posted in the Service; no retroactive changes apply to already-purchased terms.

4. Orders, Billing, No Refunds, Chargebacks

4.1. Fees and Billing (Advance Payment). All fees are due in advance for the selected plan and billing cycle. Access to the Service may be paused if fees are not received when due.

4.2. No Refunds; Carve-Outs. To the maximum extent permitted by applicable law, payments are final and non-refundable, including for partial periods, unused resources, or downtime. This does not affect:

(a) refunds or credits required by law;

(b) erroneous or duplicate charges;

(c) charges resulting from unauthorized use of your payment instrument (subject to applicable scheme and issuer rules); or

(d) failure to provide the purchased Service due to reasons solely attributable to the Company (excluding scheduled maintenance, force majeure, or your breach of these Terms).

Where a remedy is due, the Company may issue either a refund to the original payment method or an account credit, at its reasonable discretion and in accordance with applicable law.

4.3. Dispute and Chargeback Process. Before initiating a card network dispute or chargeback, you agree to first contact us from your registered email at info@navitt.com to allow us to investigate and attempt resolution. We will acknowledge your request within 72 hours and seek to resolve it within a reasonable time. Nothing in these Terms limits your lawful rights to raise a dispute/chargeback under applicable card network rules. If a dispute is ultimately resolved in our favor, you remain responsible for the underlying fees and any third-party costs imposed by the acquirer or processor due to an unjustified chargeback.

4.4. Suspension for Non-Payment or Unresolved Disputes. We may suspend or restrict the Service for non-payment, payment failure, or if a chargeback/dispute remains unresolved and you do not provide an alternative valid payment method or security reasonably requested by us.

4.5. Billing Errors; Credits. If we identify a billing error, we will correct it by issuing a refund or an account credit, as appropriate. You must notify us of any suspected billing error without undue delay and, in any event, within 60 days of the charge appearing.

4.6. No Set-Off. You may not withhold, set off, or net any amounts due under these Terms against any amounts you claim from us, except where such set-off is mandated by non-waivable law or ordered by a competent authority.

5. Cancellation vs. Deletion

5.1. Cancellation of Subscription. You may request cancellation by emailing info@navitt.com from your registered email. Processing time: up to 72 hours. Cancellation does not delete your personal data; it stops further access when the current term ends or resources are exhausted, whichever is earlier.

5.2. Account Deletion. You may request deletion by emailing info@navitt.com from your registered email. Processing time: up to 72 hours. Deletion may be subject to legal, security, and accounting retention obligations described in the Privacy Policy and DPA.

6. Service Nature; AI Disclaimers (No Advice)

6.1. “AS IS.” The Service and all AI-generated outputs are provided “AS IS” and “AS AVAILABLE” without warranties of any kind.

6.2. Fallibility. The Service may produce errors, inaccuracies, or outdated or incomplete information.

6.3. No Professional Advice. Outputs are not legal, financial, logistics, technical, or other professional advice.

6.4. User Verification. You must independently verify critical outputs and assume full responsibility for decisions made using the Service.

7. Acceptable Use; Sanctions & Export Control

7.1. You must comply with the Acceptable Use Policy (AUP) incorporated by reference.

7.2. You warrant you are not a sanctioned person or in a sanctioned territory and will not use the Service to violate sanctions or export-control laws.

7.3. We may use geolocation signals solely to comply with sanctions/export control obligations.

8. Intellectual Property; Outputs

8.1. We retain all rights to the Service, software, models, prompts, UI/UX, documentation, and know-how.

8.2. Subject to these Terms, you may use AI outputs for your lawful internal business purposes.

8.3. Feedback you provide may be used by us to improve the Service without restriction or payment.

9. Data; Training; Cookies

9.1. Data processing terms are set out in the DPA and Privacy Policy.

9.2. No Model Training. We do not use your content to train our own models.

9.3. Cookies. We use only strictly necessary cookies required for the Service’s operation.

10. Availability; Support; Changes

10.1. The Service may undergo maintenance, updates, or experience interruptions. We provide commercially reasonable efforts but no SLA (Service Level Agreement) unless agreed in writing.

10.2. We may modify features without materially degrading the core purchased functionality during a paid term.

11. Third-Party Services

11.1. The Service may depend on third-party infrastructure or model providers. We are not responsible for their acts or omissions.

12. Termination; Suspension

12.1. We may suspend or terminate access for breach of these Terms, AUP violations, sanctions risk, security risk, or non-payment.

12.2. Upon termination, your right to access the Service ceases; data handling follows the Privacy Policy and DPA.

13. Disclaimers; Exclusion and Limitation of Liability

13.1. No warranties. The Service and all AI-generated outputs are provided “as is” and “as available.” To the maximum extent permitted by law, we disclaim all warranties, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, accuracy, non-infringement, and any warranties arising out of course of dealing or usage of trade.

13.2. Exclusion of certain damages. To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages; or for any loss of profits, revenue, savings, goodwill, data, business interruption, or costs of substitute goods or services, even if advised of the possibility of such damages.

13.3. Overall liability cap. Except for the liabilities specified in Section 13.4 and your payment obligations under Section 4, the aggregate liability of each party arising out of or relating to the Service or these Terms will not exceed the total amounts you paid for the Service during the twelve (12) months immediately preceding the event giving rise to the claim.

13.4. Carve-outs (liability not excluded or limited). Nothing in these Terms excludes or limits liability for:

(a) death or personal injury caused by a party’s acts or omissions;

(b) fraud, wilful misconduct, or gross negligence;

(c) a party’s wilful violation of applicable sanctions or export-control laws;

(d) Company’s wilful infringement of third-party intellectual property rights; or

(e) a confirmed personal data breach affecting Customer Personal Data (as defined in the DPA) caused by Company’s failure to implement and maintain appropriate technical and organizational security measures required under the DPA.

For clarity, the limitations in Sections 13.2 and 13.3 do not apply to the liabilities listed in (a)–(e) to the extent they cannot be excluded or limited under applicable law.

13.5. Basis of the bargain; multiple claims; survival. The limitations and exclusions in this Section 13 apply to all theories of liability (including contract, tort—including negligence—strict liability, and statute), apply even if any limited remedy fails of its essential purpose, and survive termination or expiration of these Terms. Multiple or successive claims will not increase the limits set out above.

13.6. Non-excludable rights. Nothing in these Terms purports to exclude or limit any non-excludable statutory rights or remedies available to either party under applicable law.

14. Governing Law; Mandatory Laws

14.1. Governing Law. These Terms, and any dispute, claim, or non-contractual obligation arising out of or in connection with them, are governed by the laws of the Dubai International Financial Centre (“DIFC Law”), without regard to conflict-of-law rules that would result in the application of any law other than DIFC Law.

14.2. Mandatory Laws. For the avoidance of doubt, nothing in these Terms limits or excludes the application of any mandatory public law that cannot be derogated from by contract (lois de police), including, where applicable, UAE federal statutes outside the DIFC, sanctions and export-control laws, and mandatory data-protection and consumer-protection laws of a user’s jurisdiction to the extent such laws apply by virtue of their scope.

15. Miscellaneous

15.1. Force Majeure. Neither party is liable for delays or failures due to events beyond reasonable control.

15.2. Assignment. You may not assign without our written consent; we may assign in connection with corporate reorganization, merger, or sale.

15.3. Severability; Waiver. If any term is unenforceable, the remainder remains in effect. No waiver is effective unless in writing.

15.4. Notices. Official notices to the Company: info@navitt.com.

15.5. Entire Agreement; Updates. These Terms, the AUP, Privacy Policy, and DPA constitute the entire agreement. We may update Terms prospectively by posting a notice inside the Service; continued use after the effective date constitutes acceptance.

ACCEPTABLE USE POLICY (AUP)

Purpose. This AUP protects the Service, our users, and third parties.

1) Prohibited Uses

- Violations of laws or regulations, including sanctions and export-control laws.
- Infringement of intellectual property or privacy rights.
- Hosting, processing, or disseminating unlawful content.
- Security violations: malware, phishing, DDoS, scanning, scraping beyond permitted interfaces, credential stuffing.
- Circumventing usage controls, resource accounting, or access limits.
- Misrepresenting outputs as human-authored expert advice.
- Collecting or processing personal data without a lawful basis or required notices/consents.

2) Sanctions/Export

- No use by or for the benefit of sanctioned persons, entities, or territories.
- We may use geolocation signals for compliance screening and block access where required.

3) Enforcement

- We may suspend or terminate access immediately for suspected AUP violations.
- We may report unlawful activity to competent authorities.

DATA PROCESSING ADDENDUM (DPA)

Parties:

(1) Controller/Customer: The user entity registering for the Service (“Customer”).

(2) Processor/Provider: NAVI TRADE AND LOGISTICS - FZCO (“Processor”).

This DPA forms part of the Terms and governs Processor’s processing of Personal Data on behalf of Customer.

1. Roles and Instructions

1.1. Customer is Controller, Processor acts solely on documented instructions from Customer as set forth in the Terms, this DPA, and Customer’s configuration.

1.2. Processor shall promptly inform Customer if, in its opinion, an instruction infringes applicable data protection law.

2. Nature, Purpose, Duration, Types of Data, Data Subjects

2.1. Nature/Purpose: Provision of the SmartChart SaaS; support; security; billing; sanctions/export compliance screening (including geolocation signals).

2.2. Duration: For the term of the Customer’s use plus retention required by law or for legal claims.

2.3. Types of Personal Data: account identifiers, business contact details, usage logs, request metadata, uploaded content (as provided by Customer), IP addresses, coarse geolocation signals.

2.4. Data Subjects: Customer’s personnel and authorized users.

3. Sub-processing

3.1. Customer authorizes Processor to engage sub-processors for hosting, inference, storage, email, analytics, and security.

3.2. The Processor shall impose data-protection terms on sub-processors. The Processor remains responsible for sub-processor performance.

4. International Transfers

The Processor may transfer Personal Data internationally subject to appropriate safeguards and compliance with applicable law.

5. Security

Processor implements appropriate technical and organizational measures to protect Personal Data against accidental or unlawful destruction, loss, alteration, unauthorized disclosure, or access.

6. Confidentiality

The Processor ensures personnel are bound by confidentiality obligations.

7. Data Subject Requests

Taking into account the nature of processing, Processor shall assist Customer by appropriate technical and organizational measures in fulfilling data subject requests.

8. Assistance; DPIA (Data Protection Impact Assessment); Breach Notification

8.1. The Processor shall assist with security and data-protection impact assessments where reasonably required.

8.2. Personal Data Breach: Processor shall notify Customer without undue delay upon becoming aware of a Personal Data Breach affecting Customer Personal Data.

9. Deletion/Return

Upon termination or upon Customer’s written request, Processor shall delete or return Personal Data, unless retention is required by law or for the establishment, exercise, or defense of legal claims.

10. No Training on Customer Data

The Processor does not use Customer Personal Data to train its own models.

11. Liability

Liability is governed by the Terms. Nothing in this DPA expands the Processor's liability beyond the Terms.

12. Precedence

If conflict arises, this DPA prevails over the Privacy Policy, which prevails over the AUP, which prevails over any conflicting marketing materials.

CONTACT

NAVI TRADE AND LOGISTICS - FZCO
IFZA Business Park, DDP Dubai, United Arab Emirates
Email: info@navitt.com