Terms of Service

1. Acceptance of these Terms

By creating an account or otherwise using NoExcel, you confirm that you are at least 18 years of age, that you have the authority to enter into these Terms on your own behalf or on behalf of the business you represent, and that you agree to be bound by them.

If you are accepting these Terms on behalf of a company, partnership, sole proprietorship or other entity, references to you mean that entity, and you confirm you are authorised to bind it.

2. Definitions

In these Terms:

• NoExcel, we, us or our means the operator of the NoExcel platform, based in Lahore, Pakistan.
• Platform or Service means the NoExcel web application and any associated documentation, APIs and support we provide.
• Your Data means everything you or your users enter into or generate through the Platform, including customer and supplier records, products, orders, invoices and payments.
• Users means the individuals you authorise to sign in to your company account, each of whom counts towards the user limit of your plan.
• FBR means the Federal Board of Revenue of Pakistan, and PRAL means Pakistan Revenue Automation (Pvt) Limited, through whose systems electronic invoices are transmitted.

3. What the Service is

NoExcel is a cloud-based platform for issuing sales invoices and transmitting them electronically to FBR through PRAL, together with the sales records that surround them.

The Service currently includes:

• Creation of sales invoices, and transmission of those invoices to FBR through PRAL using credentials you supply.
• Generation of PDF invoice slips carrying the Invoice Reference Number and QR code returned by FBR.
• Records for customers, suppliers, products, stock, orders, payments and bank accounts, with import from and export to spreadsheet formats.
• Dashboards and sales reports, user roles and permissions, an activity log, and an interface available in English and Urdu.

4. Subscription and billing

Continued access requires a paid plan. Plans are billed annually in advance in Pakistani rupees, per company. Prices published on our pricing page exclude any taxes or duties that apply, which are payable by you in addition.

Each plan includes a maximum number of Users. If you need more Users than your plan allows, you will need to move to a larger plan.

We may change our prices. Where a change affects an existing subscription, we will give you at least 30 days notice before it applies, and it will take effect from your next renewal rather than during a period you have already paid for.

5. Renewal, cancellation and refunds

You may cancel at any time by telling us before your current period ends, and your access continues until that period expires. Subscription fees are non-refundable once a paid period has begun, including where you cancel part-way through it.

Nothing in this section limits any right to a refund that you have under the applicable law of Pakistan and that cannot lawfully be excluded.

6. Your account

You must give accurate registration details and keep them current. You are responsible for:

• Keeping your sign-in credentials confidential, and not sharing a single login between people.
• All activity carried out under your account and by the Users you authorise.
• Setting each User an appropriate role, so that people can only reach the records their job requires.
• Telling us promptly if you believe your account has been accessed without your authorisation.

7. Acceptable use

You agree not to:

• Use the Service in breach of any law or regulation applicable to you, including tax and data protection law.
• Submit invoices to FBR through the Service that you know to be false, fictitious or otherwise inaccurate.
• Attempt to gain unauthorised access to the Platform, to another company account, or to the infrastructure behind either.
• Upload or transmit malicious code, or anything designed to disrupt or degrade the Service.
• Reverse engineer, decompile, copy or resell any part of the Platform without our prior written consent.
• Place load on the Service, whether by automated means or otherwise, that materially degrades it for other customers.

8. Transmission of your invoices to FBR

You authorise us to make those transmissions on your behalf, using the FBR credentials you provide, for as long as those credentials are configured in your account. You are responsible for obtaining your own FBR credentials, for keeping them valid, and for telling your buyers, where you are required to, that their details are reported to FBR as part of an electronic invoice.

Once FBR has accepted an invoice, we cannot withdraw or amend it on your behalf. Any correction must be made through the mechanisms FBR provides. We do not control FBR or PRAL systems and are not responsible for their availability, their response times, or decisions they take about your invoices or your registration.

9. Your compliance obligations remain yours

In particular, you are responsible for:

• The accuracy and completeness of everything you enter, including tax rates, HS Codes, units of measure, SRO references and buyer registration details.
• Checking that invoices have in fact been accepted by FBR, and acting on any that were not.
• Meeting every filing, record-keeping and payment deadline that applies to you, whether or not the Service reminds you of it.

10. We are not your accountant or tax adviser

Tax rates, codes and regulatory requirements change, and the rules that apply to your business depend on facts we do not have. You should satisfy yourself, and where appropriate take professional advice, that the Service is suitable for your obligations and that what you file through it is correct.

11. Your data

Your Data belongs to you. We claim no ownership of it and we do not sell it, rent it out, or use it to advertise to you or anyone else.

You grant us a limited licence to host, store, back up, transmit, display and process Your Data strictly for the purpose of providing the Service to you, which includes transmitting invoices to FBR through PRAL as described in section 8. How we handle personal data is set out in our Privacy Policy.

You can export your records from the Platform at any time while your account is active, and we encourage you to keep your own copies of anything you are required to retain under Pakistani tax law. Your statutory record-keeping obligations rest with you, not with us.

12. Intellectual property

All intellectual property rights in the Platform itself, including its software, design, documentation and the NoExcel name and branding, remain ours. These Terms grant you a non-exclusive, non-transferable right to use the Service during your subscription, and nothing more.

If you send us feedback or suggestions, we may use them to improve the Service without obligation or payment to you. This does not give us any right over Your Data.

13. Availability, maintenance and support

We aim to keep the Service available and to keep interruptions short, but we do not guarantee uninterrupted or error-free operation and we do not currently offer a contractual uptime commitment. The Service also depends on FBR and PRAL systems, which are outside our control.

We may take the Service down for maintenance. Where maintenance is planned and likely to be disruptive, we will give reasonable notice. Support is provided by email and WhatsApp during business hours in Pakistan.

14. Warranties and disclaimers

The Service is provided on an as-is and as-available basis. To the maximum extent permitted by law, we exclude all implied warranties, including any implied warranty of merchantability, fitness for a particular purpose, or that the Service will meet your specific requirements or achieve any particular regulatory outcome.

We warrant that we will provide the Service with reasonable skill and care. Nothing in these Terms excludes liability for fraud, for fraudulent misrepresentation, or for anything else that cannot lawfully be excluded.

15. Limitation of liability

To the maximum extent permitted by law, we are not liable for indirect, incidental, special or consequential loss, nor for loss of profit, revenue, goodwill, anticipated savings, or for any penalty, surcharge, default surcharge or other assessment imposed on you by a tax authority.

Our total aggregate liability arising out of or in connection with these Terms, whether in contract, tort including negligence, or otherwise, is limited to the subscription fees you paid to us in the 12 months immediately before the event giving rise to the claim.

16. Indemnity

You agree to indemnify us against claims, losses and reasonable costs arising from your breach of these Terms, from your use of the Service in breach of any law, or from a third party claim that Your Data infringes their rights or was submitted to FBR inaccurately.

17. Suspension, termination and what happens to your data

You may close your account at any time by contacting us. We may suspend or terminate your access if you materially breach these Terms and do not remedy the breach within 14 days of us asking you to, if payment is overdue, or if we are required to do so by law.

After your account is closed or your subscription expires, we retain Your Data for 30 days so that you can request an export. After that period we delete it, except where we are required to keep it by law or need to retain it to resolve a dispute.

Deletion is permanent and we may not be able to recover data afterwards. Export anything you need before the 30 days elapse. Provisions which by their nature should survive termination, including sections on data, intellectual property, liability, indemnity and governing law, continue to apply.

18. Changes to the Service and to these Terms

We may change or discontinue features. Where a change materially reduces the functionality you rely on, we will give reasonable notice. We may also need to make changes at short notice to comply with a legal or regulatory requirement, including changes to how invoices are formatted for FBR.

We may update these Terms. When we do, we will revise the date at the top of this page, and where the changes are material we will notify you by email or in the application before they take effect. If you continue to use the Service after that, you accept the revised Terms; if you do not accept them, you may cancel as described in section 5.

19. Governing law and jurisdiction

These Terms are governed by the laws of the Islamic Republic of Pakistan. You and we submit to the exclusive jurisdiction of the courts of Lahore, Pakistan. If any provision of these Terms is found to be unenforceable, the rest continues in force and the unenforceable provision is treated as replaced by one that comes closest to its intended effect.