AGA Digital Tech

Legal

Terms of Use & Service

Effective Last updated

1. Acceptance and Scope

These Terms govern access to the AGA Digital Tech Ltd website and, where applicable, our products, platforms, software, applications, development services, consulting services and related technology services. By using the website or purchasing or using a service, you agree to these Terms and any applicable product-specific or project-specific agreement.

2. Services

  • Website and application development
  • Custom software and SaaS development
  • AI systems, agents and automation
  • CRM and customer-support technology
  • APIs and integrations
  • Blockchain, Web3 and smart-contract development
  • Wallet and digital-asset integrations
  • Digital loyalty technology
  • Payment and digital infrastructure technology
  • Technology consulting, support and maintenance

3. Client Projects

Custom development engagements may be governed by a separate proposal, Statement of Work, Development Agreement, Master Services Agreement, order form, subscription agreement or licensing agreement. If such an agreement conflicts with these general Terms, the specific written agreement will prevail for that engagement.

4. Scope and Changes

AGA is responsible only for deliverables expressly included in an agreed project scope. Additional features, integrations, redesigns, infrastructure changes or other work outside the agreed scope may require additional fees, revised delivery dates and a written change order or new agreement.

5. Client Responsibilities

  • Provide accurate requirements, content and technical information
  • Provide timely access, approvals and feedback
  • Maintain necessary third-party accounts and licences unless otherwise agreed
  • Ensure materials supplied to AGA may lawfully be used
  • Identify regulatory or industry-specific requirements applicable to the client's business

6. Payments

Deposits, milestone payments, subscription charges, maintenance fees and other charges will be stated in the applicable proposal, invoice or agreement. AGA may suspend development or services where required payments remain outstanding, subject to applicable law and contractual commitments.

7. AGA Intellectual Property

AGA retains ownership of its pre-existing and independently developed intellectual property, including software frameworks, reusable code, APIs, algorithms, AI workflows, libraries, templates, design systems, development tools, documentation, methodologies, brands and know-how unless expressly transferred in writing.

8. Client Project Intellectual Property

Ownership of bespoke deliverables created specifically for a client will be determined by the applicable written agreement. Unless otherwise agreed, any transfer of agreed client-owned deliverables may be conditional upon full payment of all amounts due. AGA may retain ownership of reusable or pre-existing components not uniquely commissioned for the client.

9. Client Materials

Clients retain ownership of materials they provide to AGA and grant AGA the rights reasonably necessary to use those materials for the project. The client is responsible for claims arising from client-supplied content or assets where the client lacked sufficient rights.

10. Third-Party Technology

Products and projects may rely on third-party APIs, cloud services, AI providers, open-source software, payment processors, blockchain networks, hosting providers, communication platforms, CRM systems and libraries. Their availability, pricing and functionality are outside AGA’s direct control and may be subject to separate terms.

11. Artificial Intelligence

AI systems may produce inaccurate, incomplete, outdated or unexpected outputs. Users and clients are responsible for appropriate human review before relying on AI output for consequential business, financial, legal, medical, employment, compliance or similar decisions.

12. Blockchain and Digital Assets

Blockchain and digital-asset technologies involve risks including network congestion, smart-contract vulnerabilities, transaction finality, wallet compromise, loss of private keys, protocol changes, third-party failures, regulatory change and market volatility. Technology development by AGA does not constitute investment advice or a guarantee of financial performance.

Clients commissioning blockchain, token, wallet, digital-asset or financial products remain responsible for obtaining appropriate legal, licensing, securities, tax and compliance advice for their business unless AGA expressly agrees otherwise in writing.

13. Financial and Payment Technology

Certain AGA products may integrate digital payments, wallets, crypto cards or other financial technology. Availability may depend on regulated third-party providers. Unless expressly stated and lawfully authorised, AGA does not hold itself out merely by providing technology as a bank, broker, exchange, investment adviser or custodian.

14. No Investment Solicitation

Public information about AGA, its projects, technology, roadmap, partnerships or business opportunities does not by itself constitute an offer to sell securities or a solicitation to invest. Any investment opportunity will be subject to separate documentation, eligibility requirements, due diligence and applicable law.

15. Prohibited Use

  • Illegal, fraudulent or deceptive activity
  • Unauthorised access, hacking or circumvention of security controls
  • Distribution of malicious software
  • Intellectual-property infringement
  • Abuse of APIs, infrastructure or other users
  • Processing unlawfully obtained personal information
  • Illegal financial or digital-asset activity

16. Security and Availability

AGA uses reasonable measures to provide secure and reliable technology, but no website, application, blockchain, cloud environment or AI system can be guaranteed to be completely secure or continuously available. Service levels, where guaranteed, will be stated in a separate Service Level Agreement.

17. Beta and Experimental Features

Products identified as beta, preview, experimental or early access may contain bugs, change materially or be discontinued. They should not be relied upon for critical operations unless expressly agreed.

18. Warranties

AGA will perform contracted development services with reasonable professional care and skill. Any additional warranty will be stated in the applicable agreement. Nothing in these Terms excludes rights or liabilities that cannot lawfully be excluded.

19. Limitation of Liability

To the maximum extent permitted by applicable law, AGA will not be liable for indirect, incidental, special or consequential losses arising from use of the website or services, including loss of profits, opportunity, data, goodwill or anticipated savings, except where such liability cannot lawfully be excluded. Project-specific liability caps should be stated in the applicable agreement.

20. Suspension and Termination

AGA may suspend or terminate access where these Terms are materially violated, payments remain overdue, fraud or unlawful activity is suspected, security is threatened, continued service would violate applicable law, or a critical third-party provider requires suspension.

21. Confidentiality

Confidential information exchanged in connection with client engagements must be protected and used only for authorised purposes, subject to any more detailed confidentiality obligations in an NDA or project agreement.

22. Governing Law

Unless otherwise agreed in a specific written contract, these Terms are governed by the laws of the Federal Republic of Nigeria. International client contracts may specify another governing law, jurisdiction or dispute-resolution mechanism where commercially appropriate.

23. Disputes

Users and clients should first contact AGA so disputes can be addressed promptly and commercially. Specific contracts may provide additional negotiation, mediation, arbitration or court procedures.

24. Changes to These Terms

AGA may update these Terms as its business, products, technology or legal obligations evolve. The latest version will be published with its effective date. Existing paid contractual commitments remain subject to the applicable customer agreement and law.

25. Contact

Company
AGA Digital Tech Ltd
Country
Nigeria
Website
www.agadigitaltech.com

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