Terms of Service

1. Introduction

These Terms of Service ("Terms") govern your access to and use of SourcePride Software ("we," "our," or "us") services, including our website and software development services. SourcePride Software is a full-service software development agency powered by Loops Technology, providing custom software solutions for startups and growing enterprises.

By accessing our website or engaging our services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, please do not use our services or website.

2. Services Provided

SourcePride Software provides the following services:

• Custom software development and engineering services
• Web application development and design
• Mobile application development (iOS and Android)
• Cloud infrastructure and deployment solutions
• UI/UX design and user experience optimization
• Software consulting and technical advisory services
• Maintenance, support, and ongoing development services
• Project management and development process consulting

All services are provided subject to the specific terms and conditions outlined in individual project agreements, statements of work, or service contracts.

3. Client Obligations

To enable us to provide our services effectively, clients agree to:

• Provide accurate, complete, and timely information, feedback, and materials necessary for project execution
• Designate authorized representatives with decision-making authority for the project
• Respond to requests for information, approvals, or feedback within agreed timeframes
• Ensure all materials, content, and data provided do not infringe upon third-party rights
• Comply with all applicable laws and regulations in relation to the project
• Make timely payments as specified in the project agreement
• Maintain confidentiality of any proprietary information shared during the engagement

4. Project Agreements and Scope

The specific terms, deliverables, timelines, and pricing for each project will be detailed in a separate project agreement, statement of work, or service contract. These documents will include:

• Project scope and deliverables
• Timeline and milestone dates
• Pricing and payment terms
• Intellectual property ownership terms
• Acceptance criteria and testing requirements
• Change management procedures

Any changes to the project scope, timeline, or deliverables must be agreed upon in writing and may result in adjustments to pricing and timelines.

5. Intellectual Property Rights

5.1 Client Deliverables

Unless otherwise specified in the project agreement, all intellectual property rights in custom code, designs, and deliverables specifically created for the client will be transferred to the client upon full payment. The client will own the final deliverables as agreed in the project agreement.

5.2 Pre-existing Materials and Tools

SourcePride Software retains all rights to:

• Pre-existing code, frameworks, libraries, and tools used in project delivery
• General methodologies, processes, and know-how developed through our work
• Third-party open-source software components used in projects (subject to their respective licenses)

5.3 Client Materials

The client retains all rights to materials, content, and data provided to SourcePride Software. The client grants SourcePride Software a limited license to use such materials solely for the purpose of providing the agreed services.

6. Payment Terms

Payment terms will be specified in individual project agreements and may include:

• Initial deposits or advance payments as specified in the project agreement
• Milestone-based payments tied to project deliverables
• Recurring payments for ongoing maintenance or subscription services

All invoices are due within the payment period specified in the project agreement (typically 14-30 days from invoice date). Late payments may incur interest charges and may result in suspension of services until payment is received. All prices are exclusive of applicable taxes, which will be charged separately where required by law.

7. Timelines and Delays

We will use reasonable efforts to meet project timelines as specified in the project agreement. However:

• Timelines are estimates and subject to change based on project scope modifications, client feedback delays, or unforeseen technical challenges
• We are not liable for delays caused by factors outside our reasonable control, including client delays in providing required information or approvals
• Delays caused by scope changes or additional requirements may result in timeline adjustments

We will communicate any anticipated delays promptly and work with clients to adjust timelines as needed.

8. Acceptance and Testing

Clients have a specified acceptance period (typically 7-14 days) to test and review deliverables as outlined in the project agreement. During this period:

• Clients may request reasonable revisions to address issues that deviate from agreed specifications
• Deliverables are deemed accepted if no written objections are received within the acceptance period
• Acceptance testing should be conducted in accordance with agreed acceptance criteria

Revisions requested beyond the original scope may incur additional charges as agreed between parties.

9. Warranties and Disclaimers

9.1 Service Warranties

We warrant that:

• Services will be performed in a professional and workmanlike manner
• Deliverables will substantially conform to the specifications outlined in the project agreement
• We have the right and authority to provide the services

9.2 Disclaimers

EXCEPT AS EXPRESSLY SET FORTH IN THESE TERMS, SOURCEPRIDE SOFTWARE PROVIDES SERVICES "AS IS" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. We do not guarantee that services will be error-free, uninterrupted, or meet all client requirements beyond those specified in the project agreement.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• SOURCEPRIDE SOFTWARE'S TOTAL LIABILITY FOR ANY CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR OUR SERVICES SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY THE CLIENT TO SOURCEPRIDE SOFTWARE IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM
• WE SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES
• We are not responsible for any issues arising from third-party services, platforms, or software used in connection with our deliverables

These limitations do not apply to liability that cannot be excluded or limited under applicable law.

11. Confidentiality

Both parties agree to maintain the confidentiality of proprietary and confidential information shared during the engagement. Confidential information includes:

• Business plans, strategies, and financial information
• Technical specifications and proprietary methodologies
• Customer lists and business relationships
• Any information marked as confidential or that would reasonably be considered confidential

This obligation does not apply to information that is publicly available, independently developed, or required to be disclosed by law. Confidentiality obligations survive termination of the engagement.

12. Termination

12.1 Termination by Client

Clients may terminate a project agreement with written notice as specified in the agreement. Upon termination:

• Clients remain obligated to pay for all services rendered and expenses incurred up to the termination date
• Work-in-progress will be delivered to the extent completed
• Any cancellation fees specified in the project agreement will apply

12.2 Termination by SourcePride Software

We may terminate services for material breach, non-payment, or if continuation would violate applicable laws. We will provide reasonable notice where possible, except in cases of material breach or non-payment.

13. Data Protection and Security

We implement reasonable technical and organizational measures to protect client data. However:

• Clients are responsible for maintaining backups of their data
• We are not liable for data loss except where caused by our gross negligence or willful misconduct
• Our data handling practices are further described in our Privacy Policy

14. Third-Party Services and Components

Our services may incorporate third-party services, open-source software, APIs, or cloud platforms. Clients are responsible for understanding and complying with the terms of service and licenses applicable to such third-party components. We will use reasonable efforts to inform clients of significant third-party dependencies.

15. Website Use

When using our website, you agree to:

• Use the website only for lawful purposes and in accordance with these Terms
• Not attempt to gain unauthorized access to our systems or interfere with website functionality
• Not use the website to transmit harmful code, viruses, or malicious software
• Not scrape, copy, or extract content from our website without permission

16. Indemnification

Clients agree to indemnify and hold SourcePride Software harmless from any claims, damages, or expenses (including reasonable attorneys' fees) arising from: (a) client's use of deliverables in violation of these Terms or applicable law; (b) client's breach of these Terms; or (c) claims that materials provided by the client infringe third-party rights.

17. Dispute Resolution

In the event of any dispute arising from these Terms or our services:

• Parties will first attempt to resolve the dispute through good faith negotiation
• If negotiation fails, disputes will be resolved through binding arbitration in accordance with applicable arbitration laws
• Arbitration will be conducted in Lagos, Nigeria, unless otherwise agreed

18. Governing Law

These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria. Any legal proceedings related to these Terms will be subject to the exclusive jurisdiction of the courts of Lagos, Nigeria.

19. Modifications to Terms

We reserve the right to modify these Terms at any time. Material changes will be communicated through our website or via email. Continued use of our services after changes constitutes acceptance of the modified Terms. Existing project agreements will continue to be governed by the Terms in effect at the time of agreement.

20. Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.

21. Entire Agreement

These Terms, together with any project agreements or statements of work, constitute the entire agreement between the parties regarding the subject matter and supersede all prior agreements and understandings.

22. Contact Information

If you have any questions about these Terms of Service, please contact us: