Studio Terms of Service

Welcome to DigiSoftas Studio Companies!

Welcome to DigiSoftas Studio Companies ("DigiSoftas," "Company," "we," "our," or "us"), comprising Dixtro Media, Novdox Labs, and Zapkits. These Terms of Service ("Terms") govern your use of our services, including but not limited to custom web and mobile application development, design services, video production, digital marketing, SEO, and related consulting and creative solutions (collectively, the "Services"). By engaging with us, you ("Client," "you," or "your") agree to be bound by these Terms.

1. About DigiSoftas Studio Companies

DigiSoftas Studio Companies operate as a venture studio and digital agency, delivering innovative solutions through our specialized divisions:

  • Dixtro Media (www.dixtro.com)
    • UX/UI and brand designs
    • Video production and editing
    • Branding and identity development
    • Digital strategy and consulting
    • Product design/development support
    • 3D/VR content creation
    • Product photography and videography
  • Novdox Labs (www.novdox.com)
    • Custom website development
    • SaaS projects
    • Custom web and mobile application/products development
    • IT consulting
    • AI solutions
    • Automations
    • Custom software solutions
  • Zapkits (www.zapkits.com)
    A product of DigiSoftas providing:
    • Search engine optimization (SEO)
    • Website design
    • Graphics design
    • Digital marketing
    • Sales funnels
    • Social media management
    • Paid advertising and campaigns
    • Minimal digital assets, products, and services

Specific details of each project, including scope, deliverables, timelines, and fees, will be outlined in a separate Project Agreement or Statement of Work (SOW).

2. Scope of Services

2.1 Service Offerings: Our Services are tailored to meet client needs and may include any combination of the offerings listed above. Each engagement is customized and detailed in the corresponding Project Agreement or SOW.

2.2 Project Initiation: Work begins only upon your written or signed approval of the project proposal or SOW and receipt of the initial payment as outlined in Section 4 (Payment Terms).

2.3 Revisions: Each project includes a specified number of revisions as agreed in the SOW. Additional revisions beyond the agreed limit may incur extra costs, which will be communicated and approved in advance.

2.4 Client Responsibilities: You agree to provide timely feedback, necessary materials, and access to resources (e.g., hosting credentials, brand assets) required to complete the project. Delays in providing these may impact project timelines.

3. Project Engagement and Approvals

3.1 Project Proposal: We will provide a formal proposal or quote detailing the project scope, deliverables, timelines, and fees. This forms the basis of the Project Agreement or SOW.

3.2 Approval Process: You must provide written or signed approval of the proposal or SOW before work begins. Approval may be via email, signed document, or a designated project management tool.

3.3 Changes to Scope: Any changes to the project scope must be mutually agreed upon in writing and may result in adjustments to fees and timelines. A revised SOW or amendment will be issued as needed.

3.4 Client Review: You will have the opportunity to review deliverables at agreed milestones. Feedback must be provided within the timeframe specified in the SOW (typically 5–7 business days) to avoid delays.

4. Payment Terms

All payments are due within 7 business days of invoice issuance unless otherwise stated in the Project Agreement or SOW. Late payments may incur a 5% monthly late fee. Upfront payments are non-refundable unless explicitly stated otherwise in the Project Agreement or SOW. Payment schedules vary by service type as follows:

4.1 Web and Mobile Application Projects (Novdox Labs):

  • Upfront (before starting): 40% of total project cost (non-refundable).
  • Midpoint (after beta version delivery): 30% of total project cost.
  • Pre-Transfer (before migration to client’s hosting/server): 20% of total project cost.
  • Post-Transfer (upon client confirmation and approval): 10% of total project cost.

4.2 Design Projects (Dixtro Media):

  • Upfront (before starting): 50% of total project cost (non-refundable).
  • Final (on delivery of final designs): 50% of total project cost.

4.3 Video Production Projects (Dixtro Media):

  • Upfront (before pre-production begins): 50% of total project cost (non-refundable).
  • Rough Cut Approval (after delivery of rough cut): 30% of total project cost.
  • Final Delivery (upon delivery of final video): 20% of total project cost.

4.4 Digital Marketing and SEO Projects (Zapkits):

  • Upfront (before campaign or service start): 50% of total project cost or monthly retainer (non-refundable).
  • Final or Milestone-Based (per SOW): Remaining balance, typically 50% upon completion or spread across milestones for ongoing services.

4.5 Consulting and Strategy Projects (Dixtro Media or Novdox Labs):

  • Upfront (before starting): As outlined in the Project Agreement or SOW, typically 50% of total project cost (non-refundable).
  • Final or Milestone-Based: Remaining balance as per SOW, typically as a flat fee or milestone-based payments.

4.6 Non-Payment: Failure to make timely payments may result in suspension of work, withholding of deliverables, or termination of the project. We reserve the right to retain control of all deliverables (e.g., codebase, designs, or hosting) until full payment is received.

4.7 Payment Methods: Payments may be made via bank transfer, credit card, or other methods specified in the invoice. Any transaction fees are your responsibility.

4.8 Refunds: Except for upfront payments, which are non-refundable, other payments are non-refundable unless explicitly stated in the Project Agreement or SOW. Refunds, if applicable, will be processed within 30 days.

5. Intellectual Property Rights

5.1 Client Ownership: Upon full payment of all fees, you own all rights, title, and interest in the final deliverables as specified in the Project Agreement or SOW, including source code, designs, or digital assets.

5.2 DigiSoftas Ownership: We retain ownership of all preliminary designs, drafts, tools, frameworks, or proprietary technologies used in creating the deliverables unless otherwise agreed.

5.3 Portfolio Rights: We reserve the right to showcase completed work in our portfolio, website, and marketing materials (e.g., www.dixtro.com, www.novdox.com, www.zapkits.com) unless a non-disclosure agreement (NDA) or separate agreement prohibits this.

5.4 Third-Party Materials: Any third-party materials (e.g., stock images, fonts, or plugins) used in the project will be licensed appropriately, and you are responsible for ongoing licensing fees unless otherwise agreed.

5.5 Transfer Conditions: Deliverables, including source code or final assets, will only be transferred to your control (e.g., hosting, repository) upon receipt of full payment.

6. Confidentiality

6.1 Mutual Confidentiality: Both parties agree to keep all proprietary, sensitive, or confidential information shared during the project confidential. This includes business plans, trade secrets, and client data.

6.2 Non-Disclosure Agreement (NDA): Upon request, we will execute an NDA to formalize confidentiality obligations.

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

7. Termination

7.1 Termination by Either Party: Either party may terminate the engagement with 14 days’ written notice unless otherwise specified in the Project Agreement or SOW.

7.2 Termination for Cause: We may terminate the engagement immediately if you fail to make payments, breach these Terms, or engage in conduct that hinders project completion.

7.3 Payment for Work Completed: Upon termination, you are responsible for payment for all work completed, resources committed, and expenses incurred up to the termination date.

7.4 Deliverables: Upon termination, we will provide deliverables corresponding to paid portions of the project. Unpaid deliverables will not be released.

8. Warranties and Liability

8.1 Our Warranties: We warrant that:

  • Services will be performed professionally and in accordance with the Project Agreement or SOW.
  • Deliverables will function as specified in the SOW for a period of 30 days post-delivery, provided no modifications are made by you or third parties.

8.2 Client Warranties: You warrant that you have the right to provide all materials, data, or intellectual property shared with us and that their use does not infringe on third-party rights.

8.3 Limitation of Liability: We are not допомоги 9. Dispute Resolution

9.1 Mediation: Any disputes arising from these Terms or the Services will first be addressed through good-faith mediation.

9.2 Jurisdiction: If mediation fails, disputes will be resolved in the courts of Lagos, Nigeria, and governed by Nigerian law.

9.3 Legal Fees: The prevailing party in any legal action is entitled to recover reasonable legal fees and costs.

10. Force Majeure

We are not liable for delays or failure to perform due to events beyond our reasonable control, including natural disasters, war, strikes, or government actions. We will notify you promptly and work to mitigate impacts.

11. Updates to Terms

We reserve the right to update these Terms at any time. The latest version will be posted on our websites:

Continued engagement with our Services after updates constitutes acceptance of the revised Terms.

12. Miscellaneous

12.1 Entire Agreement: These Terms, along with any Project Agreement or SOW, constitute the entire agreement between you and DigiSoftas, superseding all prior agreements.

12.2 Assignment: You may not assign your rights or obligations under these Terms without our prior written consent. We may assign our rights to affiliates or successors.

12.3 Severability: If any provision of these Terms is found invalid, the remaining provisions remain in full effect.

12.4 No Waiver: Failure to enforce any provision does not constitute a waiver of that provision.

13. Contact Information

For questions, clarifications, or support, contact us at:

By engaging with DigiSoftas Studio Companies, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.