Terms of Service

1. Introduction & Corporate Identity

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "User", "you") and Esson Software Solutions Limited("ESSL", "Company", "we", "us", "our"), a technology company incorporated under the laws of the Federal Republic of Nigeria.

ESSL operates as a parent engineering and enterprise software architecture entity providing bespoke digital solutions, telematics integrations, and platform systems across Supply Chain Management (SCM) of goods and the Transportation Management of people. By accessing our websites (https://www.essl.com.ng), client consoles, or associated software platforms, you acknowledge and agree to be bound by these Terms.

2. Scope of Services & Commercial Statements of Work

These Terms govern general access to our corporate web platforms and provide the underlying master legal framework for all technical consulting, enterprise deployments, and architectural integrations delivered by ESSL.

Specific commercial terms, project milestones, service level agreements (SLAs), API licenses, and billing schedules are governed by dedicated Master Services Agreements (MSAs), Service Level Agreements (SLAs), or Statements of Work (SOWs) executed between ESSL and the institutional Client. In the event of any conflict between these Terms and a fully executed MSA/SOW, the provisions of the executed agreement shall prevail.

3. Intellectual Property Rights

All rights, title, and interest in and to the ESSL platforms, including source code, systems design, user interfaces, documentation, logos, proprietary telematics algorithms, and brand assets, remain the exclusive property of Esson Software Solutions Limited and its licensors.

Clients and users are granted a limited, revocable, non-exclusive, non-transferable license to access and utilize authorized portal interfaces strictly in accordance with their subscription or service engagement. You agree not to reverse engineer, decompile, copy, modify, or create derivative works of any ESSL proprietary technology.

4. Data Protection & Statutory Governance (NDPA 2023)

Both parties acknowledge their mutual obligations under the Nigeria Data Protection Act (NDPA) 2023 and regulatory directives issued by the Nigeria Data Protection Commission (NDPC):

• Processor and Controller Roles: Where ESSL processes personal information on behalf of an enterprise or educational client (e.g., transit logs, passenger information, employee rosters), the Client acts as the Data Controller and ESSL acts as the Data Processor.
• Data Security: ESSL maintains stringent technical and organizational security controls, including TLS data encryption in transit and AES-256 encryption at rest, role-based access control, and continuous systems monitoring.
• Privacy Policy: For complete details regarding our data collection and processing activities, please consult our Privacy Policy.

5. Acceptable Use Policy

When interacting with our systems, you agree not to:

• Attempt unauthorized access to any ESSL server, database, or API infrastructure;
• Deploy automated bots, spiders, or scraping tools against our websites without prior written consent;
• Transmit malicious software, viruses, corrupted data, or conduct denial-of-service (DoS) attacks;
• Use our systems to process, store, or transmit unlawful, fraudulent, or defamatory content.

6. Warranties & Service Disclaimers

Except as expressly provided in an executed SLA or commercial agreement, our website and digital materials are provided on an "as is" and "as available" basis. ESSL disclaims all implied warranties of merchantability, fitness for a particular purpose, and non-infringement to the fullest extent permitted under Nigerian law.

While ESSL exercises high engineering diligence, we do not warrant that website functions will be uninterrupted or error-free, or that security defects will be immediately resolved without planned maintenance windows.

7. Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Esson Software Solutions Limited, its directors, officers, employees, or technical partners be liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits, loss of operational data, or business interruption, arising out of or related to your use of or inability to use our platforms.

Our aggregate liability for any claims arising from general website access shall be limited to the maximum amount paid by you to ESSL in the twelve (12) months preceding the event giving rise to the claim, or ₦50,000 (Fifty Thousand Naira), whichever is lower.

8. Indemnification

You agree to defend, indemnify, and hold harmless Esson Software Solutions Limited, its affiliates, officers, and employees from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with your violation of these Terms or your infringement of any third-party rights.

9. Termination & Suspension

ESSL reserves the right, in its sole discretion and without prior notice, to terminate or suspend your access to all or part of our website and services for violation of these Terms, suspected fraudulent activity, or technical disruptions threatening system integrity.

10. Governing Law & Dispute Resolution

These Terms and any dispute or claim arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

Any dispute arising under these Terms shall first be submitted to good-faith amicable negotiation between executive representatives of the parties. If unresolved within thirty (30) business days, the dispute shall be submitted to the exclusive jurisdiction of the state and federal courts sitting in Lagos State, Nigeria.

11. Corporate Contact & Legal Notices

All legal notices and official inquiries concerning these Terms of Service should be directed to our corporate legal and compliance desk: