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Terms of Service

The rules that govern your use of OneX Consult services and platforms.

Effective date: July 1, 2025

1) Acceptance of Terms

These Terms of Service (“Terms”) form a binding agreement between you and OneX Consult (“OneX,” “we,” “us,” or “our”). By accessing or using our websites, software, APIs, platforms, consulting, or support services (collectively, the “Services”), you agree to these Terms. If you use the Services on behalf of an organization, you represent that you are authorized to accept these Terms for that organization.

2) Eligibility

You must be legally able to form a contract in your jurisdiction and, where applicable, meet any sector-specific compliance requirements. We may request verification and reserve the right to refuse or suspend access at our discretion.

3) Accounts & Security

  • You’re responsible for the accuracy of registration data and for safeguarding credentials.
  • Notify us immediately of any unauthorized use or suspected breach.
  • We may apply technical safeguards (e.g., rate limits, 2FA) to protect the Services.

4) Services, Availability & Changes

We provide consulting, software development, platform operations, and related support. Features may evolve; we may modify, suspend, or discontinue parts of the Services with notice where practicable. For paid subscriptions or statements of work (“SOWs”), the applicable order, SOW, or MSA governs in case of conflict.

5) Fees & Payment

  • Pricing and payment terms are specified in your order, proposal, or SOW.
  • Late payments may incur interest and/or service suspension after notice.
  • Taxes and third-party charges (e.g., SMS, cloud) are your responsibility unless stated otherwise.

6) Client Data, Deliverables & Intellectual Property

  • Client Data: You retain ownership of your data. You grant OneX a limited license to use it solely to deliver the Services and as permitted by law and our Privacy Policy.
  • Deliverables: Ownership or license to project deliverables is defined in the order/SOW. Unless expressly assigned, OneX retains rights to its pre-existing IP, frameworks, and know-how, granting you a license to use incorporated components to the extent needed.
  • Feedback: We may use feedback to improve the Services without obligation.

7) Your Responsibilities

  • Provide timely inputs, access, and approvals to enable delivery.
  • Ensure lawful use and appropriate consents for data you supply.
  • Maintain your systems, endpoints, and connectivity as required.

8) Acceptable Use

  • No unlawful, harmful, or deceptive activity, including spam or abusive messaging.
  • No reverse engineering, scraping, or circumvention of security or quotas.
  • No infringement, defamation, malware distribution, or violation of third-party rights.

9) Confidentiality & Privacy

Both parties will protect confidential information disclosed for the project and use it only as necessary to perform obligations. Processing of personal data is described in our Privacy Policy. For regulated data, additional data processing terms may apply.

10) Third-Party Services & Dependencies

Some features rely on carriers, cloud providers, payment processors, or other vendors. Their terms and performance may affect the Services. We’re not responsible for third-party outages or changes beyond our control.

11) Warranties & Disclaimers

We provide the Services using reasonable care and skill. Except as expressly stated in an order/SOW, the Services are provided “as is” and “as available,” without other warranties (express, implied, or statutory), including warranties of merchantability, fitness for a particular purpose, and non-infringement.

12) Limitation of Liability

To the extent permitted by law, neither party will be liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, data, or business opportunities. Except for unpaid fees or breaches of confidentiality/IP, each party’s aggregate liability under these Terms will not exceed the amounts paid or payable for the Services in the 12 months preceding the event giving rise to the claim.

13) Indemnification

You agree to defend, indemnify, and hold harmless OneX from claims arising out of your unlawful use of the Services, violation of these Terms, or infringement of third-party rights, subject to applicable law.

14) Suspension & Termination

  • We may suspend or terminate access for material breach, legal risk, or security concerns.
  • You may terminate per order/SOW terms. Fees already due remain payable.
  • Upon termination, your access will cease and post-termination transition may be available as agreed.

15) Governing Law & Dispute Resolution

These Terms are governed by the laws of the Federal Republic of Nigeria. Jurisdiction and venue will be the competent courts in Lagos, Nigeria. Before litigation, the parties will attempt good-faith negotiation and, if agreed, mediation.

16) International Use & Compliance

You’re responsible for compliance with local laws where you use the Services, including data transfer restrictions, telecom rules, and sector regulations.

17) Changes to These Terms

We may update these Terms periodically. Material changes will be posted, and where required, we’ll provide additional notice. Continued use after changes become effective constitutes acceptance of the updated Terms.

18) Contact

Email: legal@onexc.ng

Address: OneX Consult, Lagos, Nigeria

19) Miscellaneous

  • Entire Agreement: These Terms together with any order/SOW constitute the entire agreement.
  • Severability: If any provision is unenforceable, the remainder remains in effect.
  • No Waiver: Failure to enforce a provision is not a waiver.
  • Assignment: You may not assign these Terms without our consent; we may assign as part of a reorganization or transfer.
  • Notices: We may notify you via email, product UI, or your account address.