Terms of Service

1. Introduction

Salitas Technology Solutions Limited ("Salitas," "we," "us," or "our"), a company registered in Nigeria with RC Number ST-2024-001234 and registered office at 3 Jafar Street, Ikeja, Lagos, Nigeria, provides digital solutions and technology services globally. These Terms of Service ("Terms") govern your access to and use of our website (www.salitastech.com) and related services ("Services").

By accessing our website or using our Services, you ("User," "you," or "your") agree to be legally bound by these Terms. If you are using our Services on behalf of an organization, you represent you have authority to bind that entity.

2. Services Description

Salitas provides:

• • Custom software development
• • Cloud infrastructure solutions
• • Data analytics services
• • IT consulting and digital transformation
• • Managed IT services
• • Other technology solutions as described on our website

Service specifics will be detailed in separate Statements of Work (SOW) or Service Agreements.

3. Account Registration

To access certain Services:

• • You must provide accurate and complete registration information
• • You must maintain the security of your credentials
• • You are responsible for all activities under your account
• • We reserve the right to suspend accounts with incomplete or fraudulent information

4. Intellectual Property Rights

A. Your Content:

You retain ownership of any data, content, or materials you provide to us ("Customer Content"). You grant us a worldwide, non-exclusive license to use Customer Content solely to provide Services.

B. Our Proprietary Rights:

All pre-existing and developed IP (software, documentation, methodologies) remains Salitas's exclusive property. Upon full payment, we grant you a non-exclusive, non-transferable license to use deliverables as specified in the SOW.

C. Feedback:

Any suggestions or feedback you provide become Salitas's property without compensation.

5. Payment Terms

• • Fees are specified in proposals, SOWs, or invoices
• • Payment is due within 30 days of invoice date unless otherwise agreed
• • Late payments incur interest at 1.5% per month or maximum legal rate
• • You are responsible for all applicable taxes (VAT, GST, etc.)

6. Data Protection

We comply with:

• • Nigeria Data Protection Regulation (NDPR)
• • EU General Data Protection Regulation (GDPR)
• • California Consumer Privacy Act (CCPA)
• • Other applicable data protection laws

Our Privacy Policy (available on our website) details how we collect, use, and protect personal data.

7. User Obligations and Prohibited Activities

You agree not to:

• • Reverse engineer, decompile, or disassemble our Services
• • Use Services for illegal activities or violate third-party rights
• • Transmit viruses, malware, or disruptive code
• • Bypass security measures or access non-public system areas
• • Use Services for high-risk activities where failure could lead to death or serious injury

8. Third-Party Services

Our Services may integrate with third-party platforms. We are not responsible for:

• • Third-party terms, privacy policies, or practices
• • Any losses or damages caused by third-party services
• • The security of data processed by third parties

9. Disclaimers

10. Limitations of Liability

11. Indemnification

You agree to defend, indemnify, and hold harmless Salitas from any claims, damages, or expenses (including legal fees) arising from:

• • Your breach of these Terms
• • Your misuse of Services
• • Your violation of applicable laws
• • Your infringement of third-party rights

12. Termination

• • Either party may terminate Services with 30 days written notice
• • We may immediately suspend Services for material breaches (non-payment, illegal activities)
• • Upon termination, all fees become immediately due
• • Survival clauses: Sections 4-14 remain effective post-termination

13. Governing Law and Dispute Resolution

A. Governing Law:

These Terms are governed by Nigerian law, without regard to conflict of law principles.

B. Mandatory Arbitration:

Except for intellectual property disputes, any controversy shall be resolved by binding arbitration under the Lagos Court of Arbitration Rules. The seat of arbitration shall be Lagos, Nigeria. Judgment may be entered in any court of competent jurisdiction.

C. Class Action Waiver:

All claims must be brought individually, not as a class or representative action.

14. International Compliance

You agree to comply with all applicable trade laws and regulations, including:

• • U.S. Export Administration Regulations (EAR)
• • EU Dual-Use Regulation
• • Nigerian Export Control Act
• • Anti-corruption laws (UK Bribery Act, U.S. FCPA)

15. Modifications to Terms

We may update these Terms periodically. Material changes will be:

• • Posted on our website with updated "Last Updated" date
• • Communicated via email to active clients
• • Effective 30 days after posting unless immediate change is required by law

Your continued use of Services constitutes acceptance of modified Terms.

16. General Provisions

• • Assignment: You may not assign rights without our written consent
• • Force Majeure: Not liable for failures due to events beyond reasonable control
• • Notices: Official communications to [email protected]
• • Waiver: Failure to enforce rights doesn't constitute waiver
• • Severability: If any provision is invalid, other terms remain effective

17. Contact Information

For questions or notices:

These Terms represent the entire agreement between you and Salitas regarding Services, superseding all prior agreements.