Terms Of Services

TERMS OF SERVICE

Effective Date: [5th May 2025]

These Terms of Service (“Terms”) govern your access to and use of all services provided by MDI CONSULTS, a global digital agency headquartered in Nigeria (“MDI”, “we”, “our”, or “us”). By engaging our services, you (“Client”, “you” or “your”) agree to be bound by these Terms, which form a binding legal agreement.

1. INTRODUCTION

MDI CONSULTS is a digital solutions agency providing brand strategy, website and UI/UX development, digital marketing, content marketing, PR, SEO, and business development services. These Terms apply to all engagements with MDI unless superseded by a separate, custom Memorandum of Understanding (MOU) for specific projects.

2. DESCRIPTION OF SERVICES

We offer a range of digital services including but not limited to:

• Brand Identity & Strategy
• Website & UI/UX Design
• Digital Marketing & Social Media Management
• PR & Online Reputation Management
• SEO & Content Marketing
• Business Consulting & Strategic Planning

MDI CONSULTS reserves the right to modify the services offered at any time without prior notice.

3. PAYMENT TERMS

• All payments must be made in accordance with the agreed invoice or project quotation.
• All amounts due are payable in the currency specified and must be made without deduction or setoff.
• All payments are non-refundable unless expressly stated otherwise in a custom project MOU or due to provable service failure on the part of MDI CONSULTS.

4. PAYMENTS

• Projects commence upon receipt of an upfront deposit (usually 60–80% depending on scope).
• Final balance is due before project delivery or deployment.
• Late payments may attract a 2.5% monthly interest or service suspension.

5. NON-REFUNDABLE CLAUSE

By agreeing to these Terms, the Client acknowledges that all payments made to MDI CONSULTS are non-refundable, regardless of whether the Client terminates the project early, unless otherwise stipulated in a separate MOU.

6. SERVICE LEVEL AGREEMENTS (SLAs)

Unless a custom SLA is signed, standard turnaround times will apply and are dependent on project scope, timely feedback, and third-party dependencies.

7. TERMS OF DELIVERY

• Deliverables will be shared digitally via email, cloud drives, or project management tools.
• Timelines and milestones will be outlined in the project brief or MOU.
• MDI CONSULTS is not responsible for delays caused by the Client’s failure to provide content, approvals, or feedback on time.

8. USER CONTRIBUTIONS

Clients are responsible for supplying accurate content, assets, and intellectual property required for the execution of services. All user contributions must not infringe upon the rights of third parties.

9. USER RESTRICTIONS

You may not:

• Resell our services without consent
• Misuse deliverables in violation of international laws
• Copy, reverse engineer, or claim proprietary rights to MDI’s pre-existing materials or frameworks

10. EXCLUDED SERVICES

Unless explicitly included, the following are not covered:

• Domain name registration & hosting
• Paid advertising budget (Facebook, Google, etc.)
• Third-party plugin or software licenses
• Legal advice or business registration
• Influencer talent fees (unless contracted separately)

11. PRIVACY AGREEMENTS

All client data, business plans, and proprietary materials will be treated as confidential and not disclosed without written consent, except as required by law. MDI may use anonymized data for internal reporting or marketing portfolios.

12. INTELLECTUAL PROPERTY

All intellectual property created by MDI under this agreement remains the sole property of MDI CONSULTS until full payment is received, after which usage rights are transferred to the client as defined in the specific project agreement. MDI retains the right to display works in its portfolio unless otherwise agreed.

13. LIMITATION OF LIABILITY

MDI CONSULTS shall not be liable for:

• Indirect or consequential damages
• Loss of business or profits
• Downtime from third-party platforms
• Client’s failure to implement strategic recommendations

Maximum liability is limited to the total amount paid by the Client within the last 90 days.

14. TERMINATION

Either party may terminate a project with 7 days’ written notice. However:

• All amounts paid are non-refundable.
• If terminated by the Client, any incomplete deliverables remain the intellectual property of MDI unless otherwise negotiated.

15. ACCOUNT TERMINATION INFORMATION

MDI reserves the right to suspend or terminate services or access to platforms if:

• The Client violates these Terms
• Payment is unduly delayed
• Malicious behavior, abuse, or harassment of MDI staff occurs

16. WARRANTIES

MDI CONSULTS provides its services “as-is” and disclaims all warranties, express or implied, including fitness for a particular purpose or merchantability. No guarantees are made regarding marketing or financial outcomes.

17. RULES OF CONDUCT

Clients and their representatives must:

• Maintain respectful communication
• Respond to deliverables within agreed timelines
• Provide necessary access or assets
• Avoid unethical or illegal project requests

18. DISPUTE RESOLUTION

Disputes shall be first addressed through good faith negotiation. If unresolved, either party may escalate the matter to arbitration in Lagos, Nigeria, in accordance with the Arbitration and Conciliation Act.

19. GOVERNING LAW

These Terms shall be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria, without regard to conflict of law principles.

20. LEGAL PROTECTION

Nothing in this document shall limit the right of MDI CONSULTS to seek injunctive or equitable relief in any court of competent jurisdiction for breaches relating to confidentiality, intellectual property, or payment obligations.

21. DEFAULT TERMS

In the absence of a signed MOU for individual projects, these Terms of Service shall govern all services rendered.

22. CONTACT INFORMATION

MDI CONSULTS
Lagos, Nigeria
📧 Email: contact@mdiconsults.com
🌍 Website: www.mdiconsults.com

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