Terms & Conditions

1. Acceptance of Terms

These Terms constitute a legally binding agreement between you ("Client", "User", or "you") and Expozé Nigeria Limited, a company duly incorporated under the laws of the Federal Republic of Nigeria ("Expozé", "we", "us", or "our").

These Terms apply to all users of the website, all prospective and current clients, and all parties who enter into a service agreement with Expozé Nigeria.

2. Our Services

Expozé Nigeria Limited provides professional digital marketing services including, but not limited to:

• Social Media Marketing and Management
• Search Engine Optimisation (SEO) and Organic Growth
• Paid Digital Advertising and Sponsored Campaigns
• Content Creation and Public Relations (PR)
• Influencer Marketing and User-Generated Content (UGC)
• Growth Hacking and Demand Generation
• Website Creation and Management
• Media Buying and Planning
• Brand Strategy and Marketing Consultancy
• Event organisation and digital summits

Specific services, deliverables, timelines, and fees are agreed upon in individual Service Agreements, Statements of Work (SOWs), or Proposals signed by both parties. In the event of conflict between these Terms and a signed Service Agreement, the Service Agreement shall prevail for the specific matter in question.

3. Client Engagement & Project Terms

3.1 Proposals and Agreements

All service engagements commence upon execution of a written Service Agreement or the client's written acceptance of a Proposal. Verbal agreements are not binding unless subsequently confirmed in writing.

3.2 Client Responsibilities

Clients agree to:

• Provide timely access to required brand assets, accounts, login credentials, and approvals
• Designate a primary point of contact with authority to approve deliverables
• Provide accurate and complete information required for campaign execution
• Respond to approval requests within agreed timelines (typically 3–5 business days)
• Not engage competing agencies for identical services during the contract period without prior written agreement

3.3 Revisions

Each project includes a specified number of revision rounds as stated in the SOW. Additional revisions beyond the agreed scope will be quoted and billed separately.

3.4 Project Delays

Where project delays are caused by the client's failure to provide timely approvals or assets, Expozé shall not be held liable for resulting missed deadlines, and timelines will be adjusted accordingly.

4. Payment Terms

4.1 Fees

All fees are quoted in Nigerian Naira (₦) unless otherwise agreed. Fees are as stated in the signed Service Agreement or Proposal.

4.2 Payment Schedule

• Retainer services: Invoiced monthly, payable within 7 days of invoice date
• Project-based work: 50% deposit required before commencement; balance due upon completion or as agreed
• Ad spend and third-party costs: Payable in advance before campaign activation

4.3 Late Payment

Invoices unpaid after 14 days of the due date will attract a late payment charge of 2% per month on the outstanding balance. Expozé reserves the right to pause or suspend services where payment remains outstanding beyond 21 days, without liability for any resulting disruption to campaigns.

4.4 Taxes

All fees are exclusive of applicable taxes including VAT (currently 7.5% in Nigeria) and Withholding Tax (WHT), which will be applied as required by Nigerian law. The client is responsible for applicable WHT deductions and must provide the corresponding tax credit note.

4.5 Refunds

Deposits and fees paid for work commenced are non-refundable. Refunds for services not yet commenced will be considered on a case-by-case basis and communicated within 10 business days.

5. Intellectual Property

5.1 Work Product Ownership

Upon receipt of full payment for a project, all work product created specifically for the client (including creative assets, copy, campaign strategies, and reports) shall become the property of the client. This transfer of ownership does not include underlying tools, templates, processes, or pre-existing materials owned by Expozé.

5.2 Expozé's Pre-Existing IP

All methodologies, processes, frameworks, templates, software tools, and pre-existing intellectual property used in delivering services remain the sole property of Expozé Nigeria. Clients are granted a non-exclusive licence to use deliverables containing such pre-existing IP for their intended purpose only.

5.3 Portfolio Rights

Expozé reserves the right to reference client names, use campaign results (in anonymised or agreed form), and display non-confidential creative work in our portfolio, case studies, press releases, and marketing materials, unless the client expressly prohibits this in writing.

5.4 Third-Party Licences

Where campaigns require third-party licensed assets (stock images, music, fonts, influencer content), licensing costs are the client's responsibility. Expozé will notify the client of such requirements in advance.

5.5 Website Content

All content on expoze.ng, including text, graphics, logos, and code, is owned by Expozé Nigeria Limited and protected by copyright. Unauthorised reproduction or use is strictly prohibited.

6. Confidentiality

Both parties agree to maintain the confidentiality of proprietary information disclosed in the course of the engagement. This includes but is not limited to business strategies, financial information, client lists, campaign data, and trade secrets. This obligation survives termination of the agreement for a period of three (3) years.

Confidentiality obligations do not apply to information that is publicly available, independently developed, or required to be disclosed by law or regulatory order.

7. Representations & Warranties

7.1 By Expozé

Expozé warrants that: (a) services will be performed by qualified professionals with reasonable skill and care; (b) we have the right to provide the services described; (c) our work product will not knowingly infringe third-party intellectual property rights.

7.2 By the Client

The client warrants that: (a) they have legal authority to enter into the agreement; (b) all materials, trademarks, and content provided to Expozé are owned or properly licensed; (c) their business operations and marketing objectives comply with applicable Nigerian and international law.

7.3 No Guarantee of Results

8. Limitation of Liability

To the maximum extent permitted by applicable Nigerian law, Expozé's total liability to the client for any claim arising under or related to these Terms or any Service Agreement shall not exceed the total fees paid by the client to Expozé in the three (3) months immediately preceding the event giving rise to the claim.

In no event shall Expozé be liable for: indirect, incidental, special, consequential, or punitive damages; loss of profits, revenue, data, goodwill, or business opportunity; or third-party platform decisions including account suspensions, policy changes, or algorithm updates.

Nothing in these Terms limits liability for fraud, gross negligence, or wilful misconduct.

9. Indemnification

The client agrees to indemnify, defend, and hold harmless Expozé Nigeria, its directors, employees, and agents from and against any claims, damages, costs, and expenses (including reasonable legal fees) arising from: (a) the client's breach of these Terms; (b) the client's misrepresentation or unlawful conduct; (c) content or materials provided by the client that infringe third-party rights or violate applicable law.

10. Termination

10.1 Termination for Convenience

Either party may terminate a service agreement by providing 30 days' written notice, unless a different notice period is specified in the relevant SOW. The client remains responsible for fees for all work completed or in progress up to the termination date.

10.2 Termination for Cause

Expozé may terminate services immediately and without notice if the client: (a) fails to make payment within 30 days of the due date after notice; (b) breaches any material term of these Terms; (c) engages in unlawful, fraudulent, or abusive conduct.

10.3 Effect of Termination

Upon termination, all outstanding fees become immediately due. Expozé will deliver all completed work product for which payment has been received. Provisions relating to IP ownership, confidentiality, limitation of liability, and governing law survive termination.

11. Website Use & Acceptable Use

When using expoze.ng, you agree not to:

• Reproduce, distribute, or commercially exploit any content without prior written permission
• Use automated tools, scrapers, bots, or crawlers to harvest data from the website
• Attempt to gain unauthorised access to our systems, servers, or databases
• Submit false, misleading, or defamatory content via any contact or enquiry form
• Use the website for any unlawful purpose or in violation of any Nigerian or international law
• Transmit viruses, malware, or any malicious code

The website is provided "as is". While we strive for continuous uptime, we do not warrant uninterrupted or error-free availability and reserve the right to modify or discontinue any feature without notice.

12. Third-Party Links & Platforms

Our website and campaigns may contain links to third-party websites and platforms (including Meta, Google, TikTok, X, LinkedIn). These are provided for convenience only. Expozé does not endorse or control third-party websites and is not responsible for their content, privacy practices, or terms. Your use of third-party platforms is subject to their respective terms of service.

Expozé is not responsible for changes to third-party platform policies (including advertising policies, organic reach, account verification, or fee structures) that may affect campaign outcomes.

13. Governing Law

These Terms and any disputes arising from them shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to conflict of law principles. The courts of Lagos State, Nigeria shall have exclusive jurisdiction over any dispute that cannot be resolved through alternative dispute resolution.

14. Dispute Resolution

In the event of a dispute, the parties agree to attempt resolution first through good-faith negotiation for a period of 30 days following written notice of the dispute. If unresolved, the parties may agree to refer the matter to mediation under the Lagos Multi-Door Courthouse (LMDC) or a mutually agreed mediator before pursuing litigation.

15. General Provisions

• Entire Agreement: These Terms, together with any signed Service Agreement, constitute the entire agreement between the parties and supersede all prior agreements regarding their subject matter.
• Severability: If any provision is found unenforceable, the remaining provisions shall continue in full force.
• Waiver: Failure to enforce any provision does not constitute a waiver of that right.
• Assignment: The client may not assign rights under these Terms without Expozé's prior written consent. Expozé may assign its rights in connection with a business transfer or restructuring.
• Force Majeure: Neither party shall be liable for failure to perform obligations due to events beyond reasonable control, including natural disasters, government actions, power failures, cyberattacks, or pandemics.
• Amendments: Expozé reserves the right to update these Terms. Updated Terms will be posted on this page. Continued use of services following notification of changes constitutes acceptance.

16. Contact

For questions regarding these Terms & Conditions, please contact:

• Email: legal@expoze.ng
• Post: Legal, Expozé Nigeria Limited, 1/2 Ijaiye Road, Ogba, Lagos 100218, Nigeria