Terms and Conditions | AutoSquad Software

1. Introduction and Acceptance

These Terms and Conditions ("Terms") constitute a binding legal agreement between you (the "Client") and AutoSquad Software ("Company," "we," "us," or "our"), a registered technology company operating under RC No. 3609657.

By engaging our services, accessing our website, submitting a project brief, or accepting a service proposal from AutoSquad Software, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree with any part of these Terms, you must not proceed with our services.

2. Services Description

AutoSquad Software provides a wide range of technology services including, but not limited to:

Custom software development
Web design and development
Mobile application development
Desktop application development
IT consulting and support services
Hardware supply and procurement
Network and infrastructure design
Cybersecurity solutions
Cloud solutions and migration

Each project is governed by a detailed project agreement, statement of work (SOW), or service contract that outlines specific deliverables, timelines, payment terms, and project scope. These specific agreements supplement and take precedence over these general Terms where there is conflict.

3. Project Scope and Modifications

Initial Scope: The scope of services is defined in the project brief, proposal, or statement of work provided by AutoSquad Software. We work closely with you to ensure the scope is clear, realistic, and mutually understood before project commencement.

Scope Changes: Any changes to the project scope requested by the Client must be documented in writing and may result in adjustments to the project timeline, cost, or both. We will not proceed with scope modifications until you have approved the revised terms and any additional costs.

Out-of-Scope Work: Work outside the agreed scope may be charged at our standard consultation and development rates (currently $50–$150 per hour, subject to quotation).

4. Intellectual Property Rights

Pre-existing IP: All intellectual property, tools, frameworks, methodologies, processes, and materials that existed prior to the project or were developed independently by AutoSquad Software remain the sole property of AutoSquad Software.

Client IP: Any materials, content, designs, or information provided by you to AutoSquad Software remain your property. You grant us a limited license to use such materials solely for the purpose of completing your project.

Custom Deliverables: Upon full payment of project fees, ownership of custom software code, designs, and documentation created specifically for your project transfers to you, subject to the restrictions below.

Third-Party Components: The software or applications we develop may incorporate open-source libraries, frameworks, or third-party components. These remain subject to their respective licenses (e.g., MIT, GPL, Apache). We will provide full documentation of all third-party components and their licensing terms.

5. Payment Terms and Conditions

Invoicing: We will issue invoices according to the payment schedule outlined in your project agreement. Invoices are payable within 14 days of receipt unless otherwise agreed in writing.

Accepted Payment Methods: Bank transfer, credit card, and other methods as agreed. Payment must be in the currency specified in the invoice.

Late Payment: Invoices not paid within the agreed timeframe will accrue late fees of 1.5% per month on the outstanding balance. We reserve the right to suspend work on your project if payment is more than 7 days overdue.

Deposits and Retainers: For larger projects, we may request a deposit (typically 25–50% of the project cost) before commencement. This deposit is non-refundable unless the project does not proceed due to our failure to commence work.

Currency Fluctuation: If you pay in a currency different from the invoice currency, exchange rates are at your expense.

6. Project Timeline and Delays

Estimated Timelines: Project timelines provided in our proposals are estimates based on the information available at the time of quotation. These timelines assume timely communication, feedback, and decision-making from you.

Delay Factors: Delays may occur due to unforeseen technical challenges, scope creep, Client feedback delays, third-party dependencies, or other circumstances beyond our reasonable control. We will communicate any anticipated delays as soon as they become apparent.

Force Majeure: AutoSquad Software will not be liable for any failure to perform services due to acts of God, natural disasters, pandemics, government actions, wars, or other events beyond our reasonable control.

Extensions: If a project extends beyond the agreed timeline due to our responsibility, we will work to complete it as efficiently as possible and will not charge additional fees for the extension (excluding changes in scope or Client-requested modifications).

7. Confidentiality

Your Data: We understand that your business information, source code, databases, and operational data are sensitive and proprietary. We commit to protecting this information with industry-standard security measures.

Our Obligations: We will not disclose, share, or use any of your confidential information for any purpose other than completing your project, except as required by law or with your explicit written consent.

Your Obligations: You agree not to disclose proprietary information about our tools, processes, methodologies, pricing, or other business details learned during our engagement, without our written consent.

Duration: These confidentiality obligations survive the termination of our engagement and continue indefinitely for information that qualifies as a trade secret.

8. Quality Assurance and Testing

QA Process: We perform comprehensive quality assurance testing throughout the development process, including functional testing, performance testing, security testing, and compatibility testing (where applicable).

Bug Reporting: If bugs or defects are discovered after delivery, please report them to admin@autosquadsoftware.pro with detailed reproduction steps. Critical bugs affecting core functionality will be addressed at no additional cost within the warranty period (typically 30 days post-delivery).

Your Responsibility: Final acceptance testing is your responsibility. We recommend thorough testing in your production environment before full deployment. We will provide guidance and support throughout this process.

9. Support and Maintenance

Post-Delivery Support: We provide 30 days of complimentary support following project delivery. This includes bug fixes, minor modifications, and technical guidance related to the delivered solution.

Maintenance Packages: For ongoing support, updates, monitoring, and maintenance, we recommend one of our maintenance packages. Details are available upon request.

Support Scope: Support covers issues related to the software we delivered. Support does not cover third-party tools, infrastructure issues, or problems caused by Client modifications to the code without our involvement.

10. Limitation of Liability

Cap on Liability: In no event shall AutoSquad Software's total liability to you exceed the total amount paid by you for the specific project or service giving rise to the claim, or $10,000 USD, whichever is greater.

Excluded Damages: AutoSquad Software shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to loss of profits, data loss, business interruption, or reputational harm — even if we have been advised of the possibility of such damages.

Basis of Limitation: These limitations apply because we provide services on an "as-is" basis and because you assume all responsibility for the selection, implementation, and use of our services.

11. Warranties and Disclaimers

Express Warranties: We warrant that services will be performed in a professional and workmanlike manner consistent with industry standards, and that deliverables will function substantially as described in the project brief.

Disclaimer: Except as expressly stated above, AutoSquad Software makes no other warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, or non-infringement. Software and services are provided "as-is."

Performance: We do not guarantee specific performance metrics, uptime, or results unless explicitly stated in your project agreement. Performance depends on many factors including infrastructure, third-party services, and your implementation.

12. Indemnification

You agree to indemnify and hold harmless AutoSquad Software from any claims, damages, losses, liabilities, or costs (including legal fees) arising from:

Your use of our deliverables or services in a manner not authorized or anticipated by us
Your breach of these Terms or your project agreement
Your violation of applicable laws or regulations
Your misuse, modification, or combination of our deliverables with third-party software or services

13. Website Terms of Use

License to Browse: We grant you a limited, non-exclusive, non-transferable license to access and browse our website for informational purposes only. You may not reproduce, modify, distribute, or exploit any content without express written permission.

Prohibited Activities: You agree not to:

Use automated tools (bots, scrapers, crawlers) to access our website
Attempt to gain unauthorized access to our systems
Post unlawful, defamatory, or malicious content
Transmit viruses, malware, or other harmful code
Interfere with the proper functioning of our website

Content Accuracy: While we make reasonable efforts to keep website information current and accurate, we do not warrant the completeness or accuracy of all content. Information is provided for general informational purposes and should not be relied upon for critical business decisions without verification.

14. Limitation of Liability and Warranty Disclaimers

WEBSITE AND SERVICES ARE PROVIDED ON AN "AS-IS" AND "AS-AVAILABLE" BASIS. AUTOSQUAD SOFTWARE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

15. Termination

By AutoSquad Software: We may terminate our engagement with you immediately if: (a) you breach these Terms and do not cure the breach within 14 days of written notice; (b) you fail to pay invoices within 30 days of receipt; (c) you engage in illegal, unethical, or harmful activities; or (d) continuing the engagement would violate applicable law.

By You: You may terminate your project engagement with written notice. Any payments already made are non-refundable, and you remain liable for work completed and expenses incurred up to the termination date.

Upon Termination: We will cease work immediately, deliver any work-in-progress in its current state, and provide all relevant documentation. Any unpaid invoices remain due.

16. Dispute Resolution

Governing Law: These Terms are governed by the laws of Nigeria, specifically the jurisdiction where AutoSquad Software is registered (Kwara State).

Arbitration: Any disputes arising from these Terms or our engagement shall be resolved through binding arbitration administered by a mutually agreed upon arbitrator or mediation body, rather than litigation in court.

Informal Resolution: Before initiating formal dispute resolution, both parties agree to attempt to resolve disputes through good-faith negotiation and dialogue.

17. Miscellaneous

Entire Agreement: These Terms, along with any project-specific agreement, statement of work, or service contract, constitute the entire agreement between you and AutoSquad Software. Any prior discussions, representations, or agreements are superseded by these Terms.

Amendments: AutoSquad Software may update these Terms at any time. Changes take effect upon posting to our website. Continued use of our services indicates acceptance of updated Terms.

Severability: If any provision of these Terms is found to be unenforceable, that provision will be modified to the minimum extent necessary to make it enforceable, and all other provisions will remain in effect.

Waiver: Failure to enforce any right does not constitute a waiver of that right.

Contact: For questions about these Terms, please contact: admin@autosquadsoftware.pro

Last Updated: January 2025