Here is a draft Terms & Conditions (T&C) tailored for JustEQS — a company offering technology + renovation services. You should review this with a qualified legal professional (especially with respect to your jurisdiction) before publishing. Use it as a strong starting point and customize based on your offerings, local laws, and risk appetite.

JustEQS – Terms & Conditions

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These Terms & Conditions (“Terms”) govern the provision of services by JustEQS (“we”, “our”, “us”) to you, the client or customer (“you”, “your”, “Client”). By engaging us for any technology, renovation, or related services, you agree to be bound by these Terms.

If any provision here is invalid or unenforceable in your jurisdiction, it is severed (to the extent required) without affecting the remainder of the Terms.

1. Definitions & Scope

1.1 Definitions

  • “Services” means any technology, software, hardware, IT, renovation, construction, design, repair, refurbishment, remodeling, or other related work that JustEQS agrees to perform.
  • “Project” means the work to be performed under an agreed scope, specification, or contract.
  • “Deliverables” means any output, software, designs, documents, hardware, or materials delivered as part of the Services.
  • “Contract” means the agreement between JustEQS and you, encompassing the scope, these Terms, proposals, quotes, addenda, change orders, and any schedule or specification.
  • “Change Order” means a written amendment or variation to the scope, schedule, cost, or deliverables.
  • “Force Majeure” means an event beyond reasonable control (e.g., natural disasters, war, strikes, acts of government, epidemics, supplier failure) that prevents performance.

1.2 Scope of Application
These Terms apply to all Contracts, proposals, quotes, invoices, correspondence, work orders, and communications between us and you in respect of the Services, unless otherwise agreed in writing.

2. Proposal, Quotation & Contract Formation

  • Any proposal or quotation we provide is valid for a limited time (e.g., 30 days), unless otherwise specified.
  • A Contract arises only when we issue a written Order Acknowledgement (or acceptance) referencing these Terms (or when both parties sign a formal agreement incorporating these Terms).
  • If there is any conflict between these Terms and the specific written contract (scope, price, schedule), the specific contract terms prevail.
  • You must provide all reasonably necessary information, decisions, access, and cooperation so that we can perform the Services.

3. Project Execution, Schedule & Delays

  • We commit to using reasonable skill, care, and diligence in executing the work.
  • We shall maintain qualified personnel and use proper materials and methods.
  • The timeline or schedule is indicative; we are not liable for delays caused by you, by third parties, or by Force Majeure.
  • If a delay arises (e.g., waiting for your decisions, permit approvals, supply chain issues), we may adjust the schedule and (if applicable) cost via a Change Order.
  • You agree to allow reasonable access, safety, and utilities (e.g., power, water) to the site or premises.

4. Changes, Variations & Change Orders

  • All changes in scope (addition, omission, alteration) must be captured in a written Change Order.
  • Change Orders may affect cost, schedule, and deliverables.
  • We are not obliged to perform work beyond the agreed scope until a Change Order is approved in writing by both parties.

5. Pricing, Payment & Invoicing

  • The price or fee for Services will be as stated in the contract or quotation, plus applicable taxes, duties, or fees.
  • Payment terms may include: deposit (upfront), progress payments (milestones), and balance on completion.
  • Invoices are due on the stated date (e.g., 14 days, 30 days). Late payments may incur interest (e.g, X% per month) or penalties.
  • If materials or components increase in cost prior to delivery, we may adjust the price accordingly (with notice).
  • You are responsible for any permit, inspection, licensing, or regulatory fees, unless otherwise agreed.

6. Client Responsibilities & Access

  • You shall provide access to the premises, utilities, safe working environment, site security, and any required permits or approvals.
  • You must make timely decisions, provide inputs, and respond to queries so the project can proceed.
  • You must not hinder or obstruct our work; if access becomes blocked or dangerous, we may suspend work until the issue is resolved.

7. Warranties, Defects & Corrections

  • We warrant that Services, when properly used, will be free from defects in workmanship or materials for a limited period (e.g., 12 months) from completion (unless a longer period is specified).
  • This warranty does not cover damage due to misuse, alteration, neglect, normal wear, or external factors.
  • If defects arise during the warranty period, you shall notify us in writing and we will, at our option, repair or replace the defective work, subject to the terms of this contract.
  • Our liability under warranty is limited to the value of work performed or corrected.

8. Intellectual Property & Ownership

  • Unless agreed otherwise, we retain ownership of intellectual property (designs, software, source code, drawings, methods) created by us.
  • You are granted a non-exclusive, non-transferable licence to use deliverables for the intended purpose.
  • You must not replicate, re-sell, or distribute deliverables outside the license, without our written consent.
  • Any third-party software or components will be licensed subject to their own terms; you may need to agree to those licenses.

9. Limitation of Liability & Indemnity

  • To the fullest extent permitted by law, our liability to you (in contract, tort or otherwise) is limited to the fees paid for the affected Services.
  • We are not liable for indirect, incidental, consequential, punitive, or special damages (e.g., loss of profit, business interruption).
  • You agree to indemnify and hold us harmless against claims, losses, or expenses arising from your breach, misuse of deliverables, or site issues, except to the extent caused by our negligence or willful misconduct.

10. Termination & Suspension

  • Either party may terminate the Contract if the other party materially breaches and fails to remedy within a specified period (e.g., 30 days).
  • We may suspend work (and accrue costs) if you fail to pay, fail to provide access, or otherwise impede progress.
  • Upon termination, you must pay for all work done up to termination, plus demobilisation or wind-down costs.
  • We may retain ownership of deliverables not yet paid for.

11. Force Majeure

  • Neither party is liable for delay or failure of performance caused by Force Majeure events.
  • Affected obligations are suspended for the duration of the event, and parties shall seek to resume performance as soon as reasonably possible.
  • If the Force Majeure continues for an extended period (e.g., 90 days), either party may terminate.

12. Confidentiality

  • Both parties shall treat as confidential all non-public information and documents exchanged during the performance of the Contract.
  • Confidential information may only be used for the performance of the contract and not for other purposes.
  • Exceptions include information already public, independently developed, or required to be disclosed by law or court order.

13. Dispute Resolution, Governing Law & Jurisdiction

  • The Contract is governed by the laws of Nigeria.
  • Disputes shall first be attempted to be resolved by informal negotiation or mediation.
  • If unresolved, the dispute may be submitted to arbitration or litigation in a competent court, as agreed.
  • If any clause is found invalid, the remainder shall remain in effect.

14. Notices & Communications

  • Any notice under these Terms shall be in writing, delivered by email, registered mail, or courier to the addresses specified in the Contract.
  • Notices are effective upon delivery (or as otherwise stipulated).

15. Miscellaneous

  • Severability: If any provision is invalid or unenforceable, it will be severed, but the remaining provisions survive.
  • Waiver: Failure to enforce any right does not constitute a waiver of that right.
  • Assignment: You may not assign the Contract without our prior written consent.
  • Entire Agreement: These Terms plus the Contract and Change Orders represent the entire agreement between us, superseding prior discussions.
  • Amendment: No amendment to these Terms is valid unless in writing and signed by both parties.

Tips for Customization & Implementation

  • Local Law & Regulations: Adapt the terms to conform to your country’s laws (consumer protection, construction law, licensing, warranties).
  • Insurance & Bonds: Consider requiring liability insurance, performance bonds, or guarantees if your projects are large.
  • Health & Safety: Add specific clauses on safety standards, compliance with building codes, and site inspections.
  • Subcontractors & Suppliers: Define roles, responsibilities, relationships (you may engage subcontractors, but you remain responsible).
  • Payment Milestones & Retention: For renovation work, it’s common to retain a portion (e.g., 5–10%) until final acceptance.
  • Completion & Handover: Define what “completion” means (e.g, punch list, final inspection, certificates).
  • Acceptance & Sign-off: You may require the client to sign off on phases to avoid disputes.
  • Limitation Exceptions: In some jurisdictions, certain liabilities (gross negligence, willful misconduct) cannot be disclaimed — be mindful.