Terms & Conditions

Allennetic Limited
Last Updated: November 24, 2025

1. DEFINITIONS AND INTERPRETATION

1.1 In these Terms and Conditions, unless the context otherwise requires:

“Agreement” means these Terms and Conditions together with any Service Agreement, Statement of Work, or Purchase Order executed between the parties;
“Client” means the individual or entity engaging Allennetic for Services;
“Company”, “we”, “us”, or “our” refers to Allennetic Limited (RC 1782354), a company incorporated under the laws of the Federal Republic of Nigeria;
“Confidential Information” means all proprietary information, technical data, trade secrets, and business information disclosed by either party;
“Deliverables” means all work products, materials, and outputs to be provided by the Company under a Service Agreement;
“Intellectual Property” means all patents, rights to inventions, copyright and related rights, trademarks, business names, domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use and protect confidential information, and all other intellectual property rights;
“Services” means web development, mobile application development, software development, branding, graphic design, digital marketing, IT consulting, cloud solutions, cybersecurity services, and any other services provided by the Company;
“Website” means the Company’s website at https://allennetic.com/.

1.2 References to statutory provisions shall be construed as references to those provisions as amended, consolidated, extended, or re-enacted from time to time.

1.3 Headings are for convenience only and shall not affect the interpretation of these Terms.

2. APPLICATION AND ACCEPTANCE

2.1 These Terms and Conditions govern all Services provided by the Company and the use of our Website. By engaging our Services or using our Website, you agree to be bound by these Terms.

2.2 Any terms or conditions proposed by the Client that conflict with or add to these Terms are expressly rejected unless agreed to in writing by an authorized representative of the Company.

2.3 The Company reserves the right to modify these Terms at any time. Modifications shall take effect immediately upon posting to our Website. Continued use of our Services following such modifications constitutes acceptance of the revised Terms.

2.4 Quotations provided by the Company are valid for thirty (30) days from the date of issue unless otherwise specified and do not constitute an offer.

3. SERVICE AGREEMENTS AND SCOPE

3.1 Each engagement shall be governed by a Service Agreement or Statement of Work setting forth the specific Services to be provided, project timeline, deliverables, fees, and payment terms.

3.2 The Company shall perform Services with reasonable skill and care in accordance with industry standards.

3.3 The Client acknowledges that:

(a) Timelines are estimates and may be subject to adjustment based on project complexity, Client response times, and provision of required materials;
(b) The Company’s ability to meet deadlines is contingent upon the Client’s timely provision of necessary materials, information, feedback, and approvals;
(c) Any delay by the Client in providing required materials or approvals may result in project timeline extensions and potential additional costs.

3.4 Any changes to the agreed scope of Services must be requested in writing and shall be subject to a Change Order detailing the revised timeline and any additional fees.

3.5 The Company reserves the right to refuse Service to any Client or to terminate Services where, in the Company’s reasonable opinion, providing such Services would violate applicable law or these Terms.

4. FEES AND PAYMENT

4.1 The Client shall pay all fees as set forth in the applicable Service Agreement or Purchase Order.

4.2 Unless otherwise specified, payment terms are as follows:

(a) An initial deposit of fifty percent (50%) of the total project fee is due upon execution of the Service Agreement;
(b) The remaining balance is due upon completion and delivery of the Deliverables or according to milestone payments as specified in the Service Agreement.

4.3 All fees are quoted in Nigerian Naira (NGN) and exclude applicable taxes, unless otherwise stated. The Client shall be responsible for all applicable taxes, duties, and governmental charges.

4.4 Payment shall be made via bank transfer, online payment platforms, or other methods specified by the Company. Payment processing fees, if any, shall be borne by the Client.

4.5 Invoices are due and payable within seven (7) days of the invoice date unless otherwise specified.

4.6 The Company reserves the right to:

(a) Charge interest on overdue amounts at the rate of 2% per month or the maximum rate permitted by law, whichever is less;
(b) Suspend or terminate Services if payment is not received by the due date;
(c) Withhold delivery of Deliverables until all outstanding fees are paid in full;
(d) Engage collection agencies or pursue legal action to recover unpaid amounts, with the Client being responsible for all collection costs including reasonable attorney’s fees.

4.7 No refunds shall be provided for deposits or fees paid for Services already rendered, except as expressly provided in Section 8 (Cancellation and Termination).

4.8 The Company reserves the right to increase fees for ongoing or recurring Services upon thirty (30) days’ written notice to the Client.

5. INTELLECTUAL PROPERTY RIGHTS

5.1 Ownership of Deliverables

Upon full payment of all fees due, the Company grants to the Client ownership of the final Deliverables specifically created for and delivered to the Client under the Service Agreement, subject to the following:

(a) Pre-existing Materials: The Company retains all rights, title, and interest in any pre-existing materials, templates, frameworks, code libraries, design elements, methodologies, tools, and technologies used in the creation of Deliverables;
(b) Third-Party Materials: Any third-party software, plugins, themes, fonts, stock images, or other materials incorporated into Deliverables remain subject to their respective licenses;
(c) Company IP: The Company retains all rights to its proprietary processes, techniques, knowledge, experience, and working methods.

5.2 License Restrictions

The Client shall not, without prior written consent from the Company:

(a) Reproduce, modify, or create derivative works from any pre-existing Company materials or frameworks;
(b) Reverse engineer, decompile, or disassemble any software or code provided by the Company;
(c) Remove or obscure any proprietary notices, labels, or marks from Deliverables;
(d) Transfer, sublicense, or assign rights to Deliverables except as necessary for the Client’s business operations.

5.3 Portfolio Rights

The Client grants the Company a perpetual, royalty-free, worldwide license to:

(a) Display, reproduce, and publish the Deliverables in the Company’s portfolio, marketing materials, and case studies;
(b) Use the Client’s name, trademarks, and project description for promotional purposes;
(c) Include screenshots, images, or descriptions of the work in presentations and proposals.

The Client may request in writing to restrict such usage for confidential projects.

5.4 Client Materials

The Client represents and warrants that:

(a) All materials, content, trademarks, and information provided to the Company are either owned by the Client or used with proper authorization;
(b) The use of such materials by the Company in performing the Services will not infringe any third-party Intellectual Property rights;
(c) The Client will indemnify and hold harmless the Company from any claims arising from the use of Client-provided materials.

5.5 Retention of Work Product

If the Client fails to make full payment, the Company retains all rights, title, and interest in the Deliverables, and the Client shall have no right to use, reproduce, or display such work.

6. CONFIDENTIALITY

6.1 Each party agrees to maintain the confidentiality of the other party’s Confidential Information and shall not disclose such information to third parties without prior written consent.

6.2 Confidential Information does not include information that:

(a) Is or becomes publicly available through no breach of this Agreement;
(b) Was rightfully in the receiving party’s possession prior to disclosure;
(c) Is independently developed by the receiving party;
(d) Is required to be disclosed by law or court order.

6.3 The obligations under this Section shall survive termination of the Agreement for a period of three (3) years.

7. WARRANTIES AND DISCLAIMERS

7.1 Company Warranties

The Company warrants that:

(a) Services will be performed in a professional and workmanlike manner;
(b) Deliverables will substantially conform to specifications set forth in the Service Agreement;
(c) The Company has the right and authority to enter into this Agreement and perform the Services.

7.2 Warranty Period and Remedies

For a period of thirty (30) days following delivery of Deliverables (the “Warranty Period”), the Company will correct, at no additional charge, any defects or errors that prevent the Deliverables from conforming to the agreed specifications. This warranty is conditioned upon:

(a) Written notice of defects provided within the Warranty Period;
(b) The Client providing reasonable assistance in diagnosing and correcting defects;
(c) No modifications having been made to the Deliverables by the Client or third parties.

7.3 Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN SECTION 7.1, THE COMPANY PROVIDES ALL SERVICES AND DELIVERABLES “AS IS” WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

The Company does not warrant that:

(a) Services will be uninterrupted, error-free, or completely secure;
(b) Results obtained from the use of Services will be accurate or reliable;
(c) Any errors in Deliverables will be corrected beyond the Warranty Period;
(d) Third-party platforms, hosting services, or software integrated into Deliverables will remain compatible or available.

7.4 Client Responsibilities

The Client is solely responsible for:

(a) Maintaining backups of all data and content;
(b) Ensuring the accuracy and legality of all content provided;
(c) Compliance with all applicable laws and regulations in the use of Deliverables;
(d) Security of login credentials and access controls;
(e) Monitoring and maintaining websites, applications, or systems after delivery.

8. LIMITATION OF LIABILITY

8.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, OR AFFILIATES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

(a) Loss of profits, revenue, or business opportunities;
(b) Loss of data or information;
(c) Business interruption;
(d) Loss of goodwill or reputation;
(e) Cost of procurement of substitute services,

ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF THE COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8.2 THE COMPANY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR ANY SERVICE AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID BY THE CLIENT TO THE COMPANY FOR THE SPECIFIC SERVICES GIVING RISE TO THE CLAIM IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

8.3 The limitations set forth in this Section shall apply regardless of the failure of the essential purpose of any limited remedy and to the fullest extent permitted by law.

8.4 Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities. In such jurisdictions, the Company’s liability shall be limited to the greatest extent permitted by law.

9. INDEMNIFICATION

9.1 The Client agrees to indemnify, defend, and hold harmless the Company, its directors, officers, employees, agents, contractors, and affiliates from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorney’s fees) arising from or related to:

(a) The Client’s use of the Services or Deliverables;
(b) The Client’s breach of these Terms or any Service Agreement;
(c) The Client’s violation of any law or regulation;
(d) Any content, materials, or information provided by the Client;
(e) Any claim that Client-provided materials infringe or violate any third-party Intellectual Property or other rights;
(f) Any negligent or wrongful act or omission by the Client or its employees, agents, or representatives.

9.2 The Company shall promptly notify the Client of any claim subject to indemnification. The Client shall have the right to control the defense and settlement of such claim, provided that the Client shall not settle any claim in a manner that imposes liability on the Company without the Company’s prior written consent.

10. CANCELLATION AND TERMINATION

10.1 Termination by Client

The Client may terminate a Service Agreement at any time by providing written notice to the Company. Upon such termination:

(a) The Client shall pay for all Services performed up to the date of termination, calculated on a pro-rata basis or as reasonably determined by the Company;
(b) The Client shall pay all costs incurred by the Company on the Client’s behalf (including third-party licenses, hosting fees, stock assets, etc.);
(c) Deposits and advance payments are non-refundable;
(d) The Company shall deliver all work completed to date in its then-current state;
(e) All rights to Deliverables remain with the Company until full payment is received.

10.2 Termination by Company

The Company may terminate a Service Agreement immediately upon written notice if:

(a) The Client fails to make any payment when due and such failure continues for seven (7) days after written notice;
(b) The Client breaches any material term of these Terms or the Service Agreement;
(c) The Client engages in abusive, threatening, or harassing behavior toward Company personnel;
(d) The Company reasonably believes that continuing the engagement would violate applicable law;
(e) The Client becomes insolvent, files for bankruptcy, or ceases business operations.

10.3 Effect of Termination

Upon termination for any reason:

(a) All outstanding fees immediately become due and payable;
(b) The Client shall immediately cease using any Deliverables or Company materials for which payment has not been made in full;
(c) Each party shall return or destroy all Confidential Information of the other party;
(d) Sections 5 (Intellectual Property Rights), 6 (Confidentiality), 7 (Warranties and Disclaimers), 8 (Limitation of Liability), 9 (Indemnification), and 12 (General Provisions) shall survive termination.

11. THIRD-PARTY SERVICES AND HOSTING

11.1 The Company may utilize or recommend third-party services, platforms, software, hosting providers, plugins, or tools in the delivery of Services (“Third-Party Services”).

11.2 The Client acknowledges and agrees that:

(a) Third-Party Services are governed by their own terms of service and privacy policies;
(b) The Company is not responsible for the availability, functionality, security, or performance of Third-Party Services;
(c) The Client is responsible for maintaining accounts, licenses, and subscriptions for Third-Party Services;
(d) Changes to Third-Party Services, including pricing changes, service discontinuations, or feature modifications, are beyond the Company’s control;
(e) The Company makes no warranties regarding Third-Party Services.

11.3 If the Company arranges hosting or registers domain names on behalf of the Client:

(a) The Client shall be responsible for all hosting, domain, and renewal fees;
(b) The Client shall maintain timely payment of such fees to avoid service interruption;
(c) The Company is not responsible for data loss, downtime, or security breaches at the hosting provider level;
(d) Upon request and full payment of outstanding fees, the Company will transfer hosting access and domain ownership to the Client or the Client’s designated representative.

12. DATA PROTECTION AND PRIVACY

12.1 The Company processes personal data in accordance with applicable data protection laws, including the Nigeria Data Protection Act 2023 (NDPA).

12.2 The Company’s Privacy Policy, available on our Website, governs the collection, use, and protection of personal information. By engaging our Services, you consent to such processing.

12.3 The Client represents and warrants that it has obtained all necessary consents and authorizations for the Company to process any personal data provided in connection with the Services.

12.4 The Client is solely responsible for compliance with data protection laws in connection with its use of Deliverables and any data collected through websites, applications, or systems developed by the Company.

13. FORCE MAJEURE

13.1 Neither party shall be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, government action, pandemic, epidemic, fire, flood, earthquake, labor disputes, utility failures, internet service provider failures, or telecommunications infrastructure failures (each a “Force Majeure Event”).

13.2 The affected party shall promptly notify the other party of the Force Majeure Event and shall use reasonable efforts to minimize the impact and resume performance as soon as practicable.

13.3 If a Force Majeure Event continues for more than thirty (30) days, either party may terminate the affected Service Agreement without liability upon written notice to the other party.

14. DISPUTE RESOLUTION AND GOVERNING LAW

14.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

14.2 Negotiation and Mediation

The parties agree to first attempt to resolve any dispute arising out of or relating to these Terms through good faith negotiation. If the dispute cannot be resolved through negotiation within thirty (30) days, the parties agree to attempt resolution through mediation before an agreed-upon mediator in Abuja, Nigeria.

14.3 Jurisdiction

If a dispute cannot be resolved through negotiation or mediation, the parties submit to the exclusive jurisdiction of the courts of the Federal Republic of Nigeria, with venue in Abuja.

14.4 Legal Costs

The prevailing party in any legal action or proceeding arising out of these Terms shall be entitled to recover its reasonable attorney’s fees and costs from the non-prevailing party.

15. GENERAL PROVISIONS

15.1 Entire Agreement

These Terms, together with any Service Agreement, Statement of Work, Purchase Order, or other written agreement executed between the parties, constitute the entire agreement between the parties and supersede all prior or contemporaneous agreements, understandings, representations, and warranties, whether written or oral, regarding the subject matter hereof.

15.2 Amendment

No amendment, modification, or waiver of any provision of these Terms shall be effective unless in writing and signed by an authorized representative of both parties, except that the Company may modify these Terms as provided in Section 2.3.

15.3 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid provision shall be modified to the minimum extent necessary to make it valid and enforceable.

15.4 Waiver

No waiver of any provision of these Terms shall be deemed or shall constitute a waiver of any other provision, nor shall any waiver constitute a continuing waiver. No failure or delay by either party in exercising any right under these Terms shall constitute a waiver of that right.

15.5 Assignment

The Client may not assign, transfer, or delegate any rights or obligations under these Terms without the prior written consent of the Company. The Company may assign these Terms and any Service Agreement without consent. Any attempted assignment in violation of this provision shall be void.

15.6 Independent Contractors

The parties are independent contractors. Nothing in these Terms creates a partnership, joint venture, agency, employment, or franchise relationship between the parties.

15.7 No Third-Party Beneficiaries

These Terms are for the sole benefit of the parties and their permitted successors and assigns and do not create any rights in favor of any third party.

15.8 Notices

All notices required or permitted under these Terms shall be in writing and delivered via email to the addresses provided by the parties, with a copy sent via registered mail or courier service. Notices shall be deemed effective upon receipt or, if sent by email, on the business day following transmission.

15.9 Relationship of Provisions

In the event of any conflict between these Terms and a Service Agreement, the Service Agreement shall prevail with respect to the specific Services covered by that agreement.

15.10 Survival

Provisions of these Terms that by their nature should survive termination shall survive, including but not limited to Sections 5, 6, 7, 8, 9, and 12.

16. CONTACT INFORMATION

For questions regarding these Terms and Conditions, please contact:

Allennetic Limited
Corporate Address: 77 Muhammadu Buhari Way, Jabi, Abuja, Nigeria
RC Number: 1782354
Email: info@allennetic.com
Website: https://allennetic.com/

ACKNOWLEDGMENT

By engaging Allennetic Limited’s Services or using our Website, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.