Terms of Service
These apply to the website, to enquiries sent through it, and to every project, training course and Event Space booking. Where a signed proposal says something different, the proposal wins.
- Effective
- 1 January 2025
- Last updated
- Governed by
- the laws of Nigeria
Acceptance of these terms
These terms are an agreement between you and Bitnox Technology Solutions, a technology company operating under the laws of the Federal Republic of Nigeria with its principal place of business in Abeokuta, Ogun State.
You accept them by using this website, sending an enquiry, signing a proposal or making a payment. They apply alongside our privacy policy and any agreement written for a specific piece of work.
If you do not agree to these terms, do not use the services. If you are accepting on behalf of a company, you are confirming that you have the authority to bind it.
What we provide
Bitnox provides software development, web development, IT consulting and technology training, and lets the Event Space in Abeokuta for conferences, meetings, workshops, classes and similar gatherings.
Laundry and cleaning are provided by a separate arm of the business, at cleaning.bitnoxsolution.com. Course enrolment is handled at edu.bitnoxsolution.com. Each has its own terms where they differ from these.
The scope, timeline, deliverables and price of any engagement are set out in a written proposal, statement of work or booking confirmation agreed by both sides. These terms apply across all of them unless that document says otherwise.
What we need from you
For us to deliver, you agree to:
- Provide accurate and complete information, including briefs, content, access credentials and any documentation the work depends on.
- Respond to questions and review deliverables within the timescales agreed, since a project schedule assumes both sides move.
- Keep any credentials, keys or access tokens we issue to you confidential, and tell us promptly if you believe one has been exposed.
- Not use our services or anything we deliver for unlawful purposes, or to host content that is illegal, defamatory or infringes somebody else's rights.
- Comply with applicable Nigerian law, including the Cybercrimes (Prohibition, Prevention, Etc.) Act 2015 and the Nigeria Data Protection Act 2023.
Delays caused by information or approvals we are waiting on move the schedule by at least the length of the delay. We will say so at the time rather than at the end.
Who owns what
Our tools and methods
The frameworks, internal libraries, templates, processes and know-how Bitnox develops remain ours, whether or not they were used on your project. Nothing in an engagement transfers them.
What you receive
On full payment for a completed project, we assign to you the rights in the custom source code, designs and written content created specifically for you and billed to you. Third-party components, open-source libraries and pre-existing Bitnox assets stay under their own licences, and we will tell you which they are before delivery rather than after.
Rights transfer on full and final payment. Until then the work product remains ours, and we may withhold delivery while an invoice is outstanding.
Showing the work
Unless you ask us in writing not to, we may show publicly visible parts of completed work in our portfolio and in proposals: screenshots, a description of the problem and what was built. We do not publish your data, your internal screens or anything covered by a confidentiality agreement.
Payment and billing
- Fees are quoted and payable in Nigerian Naira unless another currency is agreed in writing.
- Projects are usually structured as a deposit before work starts and the balance on completion, or against milestones set out in the proposal.
- Invoices are payable within 7 business days of issue unless the agreement says otherwise.
- Overdue balances attract 2% per month on the outstanding amount, calculated from the due date.
- We may suspend work, access or delivery while an invoice is overdue. We will give notice before doing so.
- Fees are exclusive of tax. Where VAT or another statutory levy applies under Nigerian law, it is added to the invoice.
- Deposits are non-refundable once work has started. Any other refund is governed by the specific agreement.
Event Space bookings are quoted per booking rather than from a published rate, because the figure depends on the date, the duration and the setup. A booking is confirmed when the deposit stated in the confirmation has been received.
Timelines and availability
We work to the timeline in each agreement. Timelines are estimates, and they move for reasons that include delays on your side, scope changes, third-party dependencies and events outside either party's control.
For hosted or managed services we target 99.5% availability in a calendar month, excluding scheduled maintenance. Where a specific service level is agreed, it is written into that contract.
We may take a service offline briefly to apply security patches or infrastructure changes. Where it is practical to give notice, we do.
Confidentiality
Each side will receive information from the other that is not public: business plans, technical specifications, source code, financial data, customer records and internal processes. Both sides agree to hold it in confidence, use it only for the engagement, and protect it with reasonable care.
These obligations continue for 3 years after the engagement ends, and indefinitely for anything that is a trade secret.
What we warrant, and what we do not
We perform every engagement with reasonable skill and care, to professional standards. Beyond that, and to the extent Nigerian law allows:
- Deliverables are provided as they are, without any implied warranty of fitness for a purpose beyond what the project agreement documents.
- We do not warrant that software is free of all defects. We do commit to fixing reported defects within the warranty period named in the agreement.
- We do not warrant the continued operation of third-party platforms, services or interfaces that a deliverable depends on.
Limitation of liability
To the maximum extent Nigerian law allows, Bitnox is not liable for:
- Indirect, incidental, special or consequential loss arising from these terms or the services.
- Loss of profit, revenue, data, business opportunity or goodwill, even where we were told such loss was possible.
- Failure or delay caused by circumstances beyond our reasonable control, including power and internet interruption, natural events and actions of government.
Our total liability for any claim arising from an engagement is capped at the fees you paid us for that specific project in the 12 months before the claim.
Nothing here limits liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be excluded by law.
Indemnity
You agree to indemnify Bitnox, its directors, employees and contractors against claims, losses and reasonable legal costs arising from:
- Your breach of these terms or of applicable law.
- Use of a deliverable in a way the agreement did not contemplate.
- Third-party claims arising from content, data or instructions you supplied to us.
- Infringement of a third party's intellectual property caused by materials or specifications you supplied.
Ending an engagement
You may end a project by giving written notice. You remain liable for work completed to that date, and deposits and milestone payments already made are not refundable unless we agree otherwise in writing.
We may suspend or end an engagement on written notice if:
- You materially breach these terms and have not put it right within 14 days of being told.
- You become insolvent or are subject to winding-up proceedings.
- Our services are being used for an unlawful purpose.
- Payment remains outstanding more than 30 days after the due date.
The sections on intellectual property, confidentiality, liability, indemnity and governing law survive the end of an engagement.
Governing law and disputes
These terms and every engagement under them are governed by the laws of the Federal Republic of Nigeria, including the Federal Competition and Consumer Protection Act 2019.
If a dispute arises, both sides agree to attempt to resolve it in good faith within 30 days of written notice. If that fails, the dispute goes to mediation under Nigerian law before either side refers it to the courts of Ogun State, Nigeria.
Changes to these terms
We may update these terms. Where a change is material we will give notice by email to clients on active engagements, or by a notice on this site, at least 14 days before it takes effect.
Continuing to use the services, or signing a new agreement, after a change is published means you accept the updated terms. The last updated date at the top of this page is when the document last changed.
How to reach us about this
Questions about these terms are worth asking before you engage us rather than after. Send them through the contact page or to info@bitnoxsolution.com and we will answer within one to two working days.
Ask before you sign, not after
If anything here needs clarifying for your situation, say which clause and what you need to know. We would rather answer it now than have it come up halfway through a project.