Terms of service

These Terms govern access to and use of Kodowo (the “Service”), a product of Anqor Studios LLC FZ. By creating an account, integrating with our API, or otherwise using the Service, you (“Customer”) agree to these Terms. If you are entering into these Terms on behalf of a business, you represent that you have authority to bind that business.

1. What the service is

Kodowo is middleware that ingests invoice data, normalizes it to the PINT-AE format, validates it against the official MoF mandatory field set and the Peppol PINT-AE VAT codelist, persists it to a tenant-isolated ledger, and routes it to the tenant’s own chosen MoF-Accredited Service Provider (ASP) for signing, exchange, and FTA reporting.

Kodowo is a software middleware provider and is not an Accredited Service Provider under the UAE Electronic Invoicing System. Kodowo does not operate a UAE Peppol Access Point, does not connect to the Peppol network directly, and does not directly report Tax Data to the FTA. Where Kodowo processes invoice data for transmission, that data is routed through the tenant’s own selected Accredited Service Provider, which remains responsible for the regulated exchange and reporting functions an ASP performs. The tenant must hold that relationship with their chosen ASP independently, and the tenant’s own obligation to appoint and maintain an ASP under UAE law exists regardless of, and is not satisfied by, using Kodowo.

A validation pass does not guarantee that the FTA, the tenant’s ASP, or the Peppol network will accept, clear, or process any given invoice, and does not guarantee the tenant is or will remain compliant with UAE e-invoicing law generally. Kodowo is also not a registered Tax Agent and does not provide tax advisory, tax return preparation, or FTA representation services. It is software; customers remain responsible for engaging their own tax professionals.

Tenants may select or change their ASP subject to Kodowo’s supported integrations, and authorize Kodowo to transmit invoice data to whichever ASP is configured for their account at the time of each submission — a standing authorization, since the ASP is the tenant’s own provider, not Kodowo’s.

2. Tenant responsibilities

• Tenants are responsible for the accuracy of the data they submit to the API, and for maintaining an active commercial relationship with a UAE Accredited Service Provider where required by applicable e-invoicing legislation, appointed and contracted by the tenant directly and independently of Kodowo. Kodowo does not appoint itself as, and will not act as, the tenant’s Accredited Service Provider, and does not replace the tenant’s obligation to appoint and maintain one.
• Tenants are responsible for keeping their API keys confidential and for using the key-rotation flow if a key is compromised.
• A validation pass (an is_valid: true result) reflects conformance to the checks this service runs. It does not itself constitute legal advice or a guarantee that the FTA will accept the invoice.
• Submissions made through an automated channel, whether the API or an SFTP connector, are the tenant’s responsibility to the same extent as a submission the tenant confirms manually in the dashboard. This includes files the tenant or its systems place in the tenant’s SFTP directory, and the consequences of whichever auto-submit policy the tenant has selected for that channel.

3. Service availability and notifications

Kodowo does not commit to a specific uptime percentage or SLA outside a separately agreed enterprise order form. An invoice is never silently dropped by design: every non-terminal outcome (validation failure, transmission failure, retry exhaustion, an ASP rejection) results in a persisted, tenant-visible status and audit record in the dashboard in real time, plus a notification to any webhook or email channel the tenant has configured. This is an operational design commitment, not a guaranteed-delivery SLA — tenants remain responsible for monitoring their own dashboard and cannot treat the absence of a proactive alert as confirmation that every invoice processed successfully.

4. Business verification

Access to live invoice transmission is conditional on completing business verification: providing a valid UAE Trade License and FTA TRN Certificate and passing our internal review. We may decline, or later suspend, verification at our discretion where documents are incomplete, expired, inconsistent with the tenant’s account details, or where we have reasonable grounds for concern. Sandbox validation remains available while verification is pending.

Submitting forged, altered, or misleading documents is a material breach of these Terms and grounds for immediate termination. We may require re-verification when documents expire or account details change materially.

5. Data handling

Data submitted through the API is handled as described in our privacy policy. We act as a processor of any personal data embedded in submitted invoices, on the tenant’s instructions.

6. Indemnification

The tenant will indemnify Kodowo against third-party claims arising from the tenant’s breach of these Terms or applicable law, the tenant’s failure to appoint or properly instruct its own ASP, data the tenant submits, the tenant’s relationship with its own ASP, or a regulatory penalty brought against the tenant in connection with its own e-invoicing compliance. Kodowo indemnifies the tenant against third-party claims that the Service itself infringes that party’s intellectual property rights.

7. Liability

The Service is provided “as is,” without warranty that any invoice will be accepted by the tenant’s ASP, the Peppol network, or the FTA. Kodowo’s total liability arising from these Terms or the Service is capped at the fees paid by the tenant in the 12 months before the claim, except forKodowo’s gross negligence, willful misconduct, fraud, indemnification obligations, or breach of confidentiality, none of which are subject to that cap. Neither party is liable for indirect, consequential, or punitive damages.

8. Fees

Fees are as set out in the applicable order form or account plan agreed with the tenant.

9. Governing law and disputes

These Terms are governed by the laws of the United Arab Emirates. Disputes not resolved through good-faith negotiation within 30 days are finally resolved by arbitration under the Dubai International Arbitration Centre’s (DIAC) rules, seated in the DIFC, before a single arbitrator, in English.

10. Changes

We may update these Terms from time to time. Material changes are notified to account administrators at least 15 days before taking effect. Continued use after that constitutes acceptance.

This is the operative agreement between Kodowo and its customers. The full version, including the complete liability, indemnification, and dispute-resolution language, is maintained at docs/legal/TERMS_OF_SERVICE_DRAFT.md in our source repository and controls in the event this summary omits a detail.