Legal

Terms of Service

Effective date: 1 January 2025

These Terms of Service (“Terms”) govern your use of the website at www.sentrallabs.com and any engagement you enter into with Sentral Labs Technologies Limited(“Sentral Labs”, “we”, “us”). By using this website or engaging our services you agree to these Terms.

1. Website use

This website is provided for informational purposes. You may browse, download, and share content for personal or professional evaluation purposes. You may not reproduce, republish, or commercialise any content without our prior written consent.

We reserve the right to modify or withdraw the website or any content on it at any time without notice.

2. Complimentary audit

The Process & Technology Audit offered through this website is a complimentary, no-obligation session. It consists of a structured discovery call of up to 45 minutes. Participation does not create a contractual obligation on either party to proceed with a paid engagement.

We reserve the right to decline or reschedule audit requests at our discretion.

3. Paid engagements

All paid engagements are governed by a separate, signed Statement of Work (“SoW”) or Service Agreement. In the event of any conflict between these Terms and a signed SoW, the SoW takes precedence.

Typical commercial terms we apply to client engagements include:

  • Payment milestones are defined in the SoW. Late payments accrue interest at 5% per month above the CBN monetary policy rate.
  • A deposit (typically 40–50% of project value) is required before work commences.
  • Scope changes after SoW signature are subject to a change order and may affect timelines and fees.

4. Intellectual property

Upon receipt of full payment for a given deliverable, all intellectual property rights in that deliverable transfer to the client, except:

  • Pre-existing Sentral Labs frameworks, libraries, and tooling (which remain our property and are licensed to you for the duration of the engagement).
  • Third-party open-source components (governed by their respective licences).
  • Any work covered by a separate IP agreement.

All website content (copy, design, graphics, code) is the intellectual property of Sentral Labs Technologies Limited and protected under Nigerian copyright law.

5. Confidentiality

Both parties agree to treat as confidential any non-public information shared during an engagement. This obligation survives termination of the engagement for a period of three years. Confidentiality does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

6. Warranties and liability

Sentral Labs warrants that services will be delivered with reasonable skill and care in accordance with the agreed SoW.

To the maximum extent permitted by Nigerian law, we exclude liability for:

  • Indirect or consequential losses (loss of profit, revenue, data, or business).
  • Losses arising from third-party services, infrastructure, or integrations outside our control.
  • Losses arising from your misuse or modification of delivered work.

Our total liability in connection with any engagement shall not exceed the total fees paid by you in the three months preceding the claim.

7. Termination

Either party may terminate a paid engagement with 14 days’ written notice. Work completed up to the termination date is billable at the pro-rated agreed rate. Any deposit paid for work not yet commenced is refundable within 30 days, less any reasonable costs already incurred.

8. Governing law

These Terms and any disputes arising from them are governed by the laws of the Federal Republic of Nigeria. Both parties submit to the exclusive jurisdiction of the Nigerian courts, with Lagos State as the preferred venue for dispute resolution.

Before initiating formal proceedings, both parties agree to attempt good-faith resolution through direct negotiation for a period of 30 days.

9. Changes to these Terms

We may update these Terms at any time. Material changes will be reflected in the effective date above. Continued use of the website or our services after changes constitutes acceptance of the revised Terms.

10. Contact

For any questions regarding these Terms, contact us at hello@sentrallabs.com.

Sentral Labs Technologies Limited · Lagos, Nigeria · hello@sentrallabs.com