1. Access and eligibility
You must be at least 18 years old and have authority to bind your organisation. You agree to provide accurate information when creating accounts, accessing gated assets, or engaging our pods.
We may suspend or terminate access if we detect abuse, unpaid invoices, or violations of applicable law.
2. Services and statements of work
Every engagement is governed by a mutually executed proposal or SOW detailing deliverables, timelines, acceptance criteria, and fees. If these Terms ever conflict with an SOW, the SOW takes precedence for that project.
We operate on agile sprints. Change requests outside the agreed scope require written approval and may affect fees or timelines.
3. Fees, invoices, and taxes
- Invoices are due within 15 days unless otherwise noted.
- Late payments may incur a 2% monthly service charge.
- All fees exclude applicable taxes, which you are responsible for withholding or remitting.
- We may pause work if payments are overdue by more than 10 days.
4. Intellectual property
All pre-existing Heapx IP, frameworks, and tooling remain ours. Upon full payment, you receive a worldwide, royalty-free license (or full ownership if stipulated in your SOW) of the bespoke assets we create for you.
You grant Heapx the right to reference the engagement in portfolios or case studies unless your contract explicitly restricts publicity.
5. Confidentiality and data protection
Both parties agree to keep non-public information confidential and to use it only for the purposes of the engagement. We follow industry-standard security controls; you agree to do the same when accessing our project spaces.
6. Acceptable use
You will not use our website or deliverables to transmit malware, violate Nigerian or international laws, or infringe third-party rights. We may audit use at any time and revoke licenses if misuse is detected.
7. Warranties and disclaimers
Heapx warrants that services will be performed with reasonable skill and care. Aside from that, all services are provided “as is” without implied warranties of merchantability or fitness for a particular purpose.
8. Limitation of liability
To the fullest extent permitted by law, Heapx will not be liable for indirect, incidental, or consequential damages. Our aggregate liability under these terms is capped at the fees you paid us in the twelve (12) months preceding the event giving rise to the claim.
9. Termination
Either party may terminate an engagement for material breach if the other party does not cure within 10 calendar days of written notice. Upon termination, you pay for all work-in-progress, and we will deliver completed assets after payment.
10. Governing law and dispute resolution
These Terms are governed by the laws of the Federal Republic of Nigeria. Parties will first attempt good-faith negotiation, then mediation in Lagos, before pursuing arbitration or litigation.