Welcome
Welcome to Sylogate! Please read these Terms of Service (Terms) carefully before using the Sylogate Platform.
General
- By accessing or using any part of the Sylogate Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree to all the terms and conditions, you may not access the Platform or use any services.
- These Terms constitute a binding agreement between you and us, and by accessing the Sylogate Platform, you represent that you understand and agree to these Terms of Service. If you do not wish to be bound by these Terms of Service, do not access or use the Sylogate Platform.
- We may revise these Terms of Service at any time. Updated Terms of Service will be available to you through this URL.
- If you are registering for our Services or using the Platform on behalf of an Estate Association or other Entity, you represent and warrant that you have the authority to bind such Entity to these Terms of Service. If you do not have such authority, or if you are not sure, you may not use the Platform on behalf of such entity.
- If an Estate Association or other Entity on whose behalf you claim to act does not exist, is not legally capable of being bound, or denies such a relationship, you agree that you shall be personally liable for all obligations under these Terms. You agree to indemnify us and hold us harmless for any claims, liabilities, damages, or losses arising out of or relating to your representation of an Estate Association or other Entity, and any breach of these Terms by you or such Estate Association or Entity.
1. Definitions
- "Sylogate," "we," "us," and "our" refer to Sylogate Limited, a company registered in Nigeria.
- "Platform" or "Sylogate Platform" refers to all products and services provided by Sylogate, including the Estate Portal, Residents Portal, Staff Portal, and Admin Portal.
- "User," "you," or "your" refers to any person or Entity on whose behalf a person is accessing or using the Sylogate Platform.
- "Content" means any information, text, graphics, photos, videos, or other materials uploaded, downloaded, or appearing on the Platform.
- "Your Content" refers to any Content that you submit, post, or display on or through the Platform.
- "Estate" refers to residential communities, housing complexes, or similar properties managed using the Sylogate Platform.
- "Estate Association" means any association, group, or organisation, whether incorporated, legally registered or not, that manages the communal affairs of an Estate or a protected community.
- "Entity" means any association, organisation, or group, whether or not legally registered or incorporated.
2. Eligibility
By using the Sylogate Platform, you represent and warrant that:
- You are at least 18 years old and have the legal capacity to enter into a binding contract.
- You will comply with these Terms and all applicable local, state, national, and international laws and regulations.
- All information you provide during registration and at all other times will be true, accurate, current, and complete.
- You are not prohibited from receiving any aspect of our services under Nigerian laws or any other applicable jurisdiction.
3. Account Registration and Security
- Account Creation: To access certain features of the Platform, you must register and create an account by providing accurate and complete information.
- Account Security: You are responsible for safeguarding your account credentials. You agree not to disclose your password to any third party and to notify us immediately of any unauthorized use of your account.
- Account Responsibility: You are solely responsible for all activities that occur under your account, whether or not you have authorized such activities.
- Updating Information: You agree to promptly update your account information to keep it accurate, current, and complete.
4. User Conduct and Acceptable Use
You agree not to engage in any of the following prohibited activities:
- Illegal Activities: Violating any applicable laws or regulations.
- Unauthorized Access: Attempting to interfere with, compromise the system integrity or security, or decipher any transmissions to or from the servers running the Platform.
- Harassment: Harassing, threatening, or defrauding other users.
- Data Mining: Using any robot, spider, crawler, scraper, or other automated means to access the Platform for any purpose without our express written permission.
- Infringement: Uploading or distributing any content that infringes upon another party's intellectual property rights or privacy rights.
- Malicious Code: Uploading viruses or other malicious code.
- Personal Data: Collecting or storing personal data about other users without their express permission.
- Disruptions: Disrupting the normal flow of dialogue or otherwise acting in a manner that negatively affects other users' ability to use the Platform.
5. Your Content
- Ownership: You retain ownership of all intellectual property rights in Your Content.
- License to Sylogate: By submitting Your Content, you grant Sylogate a non- exclusive, worldwide, royalty-free, perpetual, irrevocable, transferable, and sublicensable license to use, reproduce, modify, adapt, publish, translate, create derivative works from, distribute, perform, and display Your Content in connection with providing and improving the Platform.
- Representations and Warranties: You represent and warrant that:
- You own or have the necessary rights and permissions to use and authorize Sylogate to use Your Content.
- Your Content does not infringe, misappropriate, or violate any third-party rights, including intellectual property rights.
- Your Content complies with all applicable laws and regulations.
- Content Responsibility: You are solely responsible for Your Content and the consequences of posting or publishing it.
- Removal of Content: Sylogate reserves the right to remove or modify Your Content if it violates these Terms or is deemed inappropriate, harmful, or unlawful.
6. Sylogate's Intellectual Property
- Ownership: All rights, title, and interest in and to the Platform and Sylogate Content are and will remain the exclusive property of Sylogate and its licensors.
- Limited License: Sylogate grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform in accordance with these Terms.
- Restrictions: You agree not to:
- Modify, distribute, or create derivative works based on the Platform or Sylogate Content.
- Reverse engineer, decompile, or attempt to extract the source code of the Platform.
- Use any trademarks, logos, or service marks displayed on the Platform without our prior written consent.
- Trademarks: All Sylogate trademarks, service marks, logos, and trade names used on or in connection with the Platform are proprietary to Sylogate.
7. Fees and Payments
- Fees: Certain features of the Platform may be subject to fees. You agree to pay all applicable fees as described on the Platform.
- Payment Terms: Fees are due and payable as specified. All payments are non-refundable unless otherwise stated.
- Billing: You must provide current, complete, and accurate billing information. You authorize Sylogate and its partners to charge your payment method for any fees incurred.
- Late Payments: Late payments may result in suspension or termination of your account.
- Changes in Fees: Late payments may result in suspension or termination of your account. Changes in Fees: Sylogate reserves the right to change its fees at any time upon reasonable notice.
8. Data Privacy and Security
- Privacy Policy: Our collection and use of personal information are governed by our Privacy Policy, which is incorporated by reference into these Terms.
- Data Security: While we implement reasonable security measures to protect your data, we cannot guarantee absolute security. You acknowledge and agree that you provide your personal information at your own risk.
- Compliance with Data Protection Laws: Sylogate complies with the Nigeria Data Protection Act, 2023, and the Nigeria Data Protection Regulation 2019 (NDPR). You have rights regarding your personal data as outlined in our Privacy Policy.
9. Data Retention
- Retention Period: We will retain your personal data only for as long as necessary to fulfill the purposes for which it was collected or as required by applicable laws.
- Deletion Requests: You may request the deletion of your personal data by contacting us. We will process your request in accordance with our Privacy Policy and applicable laws.
10. Estate Management Features
- Access Control: Estate Associations are responsible for managing residents, visitors, and staff access through the Platform. Sylogate is not liable for any misuse of the access control features.
- Visitor Management: Residents who invite visitors are responsible for their guests' actions within the Estate premises.
- Utility Payments: Future features may include utility payments. Terms related to such features will be provided when they become available.
11. Third-Party Services
- Integrations: The Platform may integrate with third-party services, such as payment processors or analytics tools. Your use of these services is subject to their respective terms and privacy policies.
- Disclaimers: Sylogate is not responsible for any third-party content, services, or links and does not endorse any third-party sites.
- No Liability: Sylogate disclaims any liability arising from your use of third-party services.
12. Electronic Communications
- Consent to Electronic Communications: By using the Platform, you consent to receive electronic communications from Sylogate, including notices, agreements, disclosures, and other communications.
- Methods of Communication: We may communicate with you via email, SMS, in- app notifications, or by posting notices on the Platform.
13. International Use
- Compliance with Laws: If you access the Platform from outside Nigeria, you are responsible for compliance with local laws.
- Data Transfer: By using the Platform, you consent to the transfer and processing of your data in Nigeria and other countries.
- Language: These Terms are provided in English. In the event of any inconsistency between versions in different languages, the English version shall prevail.
14. Changes to the Terms
- Modification: We may update these Terms from time to time. We will notify you of any material changes by posting the new Terms on the Platform and updating the "Last Updated" date.
- Acceptance of Changes: Your continued use of the Platform after any such changes constitutes your acceptance of the new Terms.
- Right to Terminate: If you do not agree to the new Terms, you may terminate your account.
15. Termination
- By You: You may terminate your account at any time through your account settings.
- By Sylogate: We may suspend or terminate your access to the Platform at our sole discretion, without prior notice, for any reason, including violation of these Terms.
- Effects of Termination: Upon termination, your right to use the Platform will immediately cease. We may delete information associated with your account. Sylogate is not liable to you or any third party for termination.
- Survival: All provisions of these Terms that by their nature should survive termination shall survive, including intellectual property rights, disclaimers, indemnity, and limitations of liability.
16. Disclaimers and Limitation of Liability
- "As-Is" Basis: The Platform is provided on an "AS IS" and "AS AVAILABLE" basis without warranties of any kind.
- No Warranty: Sylogate disclaims all warranties, express or implied, including but not limited to merchantability, fitness for a particular purpose, and non-infringement.
- No Liability for Third Parties: Sylogate is not responsible for the content, behavior, or actions of third parties using the Platform, including other users, Estate Associations, or integrated services.
- Limitation of Liability: To the maximum extent permitted by law, Sylogate shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, use, goodwill, or other intangible losses. Sylogate's total liability for any claims related to the Platform is limited to the amount you paid to Sylogate in the twelve (12) months preceding the claim.
17. Indemnification
You agree to indemnify, defend, and hold harmless Sylogate, its affiliates, officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising out of or in connection with:
- Your use or misuse of the Platform.
- Your violation of these Terms.
18. Dispute Resolution
- Governing Law: These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
- Initial Resolution: Parties shall attempt to resolve any dispute through good faith negotiations within 30 days of notice of the dispute.
- Arbitration: If a dispute cannot be resolved amicably, it shall be settled by arbitration in accordance with the Arbitration and Conciliation Act of Nigeria. The arbitration shall be conducted in English, and the seat of arbitration shall be Lagos, Nigeria.
- Court Jurisdiction: Subject to the above arbitration provision, you agree to submit to the exclusive jurisdiction of the courts located within Nigeria to resolve any legal matter arising from these Terms.
- Injunctive Relief: Notwithstanding the foregoing, Sylogate may seek injunctive or other equitable relief to protect its intellectual property rights in any court of competent jurisdiction.
19. Force Majeure
Sylogate shall not be liable for any failure to perform due to causes beyond its reasonable control, including but not limited to:
- Natural disasters (e.g., earthquakes, floods).
- War or acts of terrorism.
- Civil or military disturbances.
- Fire, epidemics, pandemics.
- Government actions or orders.
- Critical infrastructure failure
- Internet service provider failures or delays.
20. Severability
If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
21. Survival
Provisions relating to intellectual property rights, disclaimers, limitations of liability, indemnification, dispute resolution, and any other provisions which by their nature should survive termination shall survive the termination of these Terms.
22. No Agency Relationship
Nothing in these Terms shall be construed to create a partnership, joint venture, agency, or employment relationship between you and Sylogate. You have no authority to make or accept any offers or representations on behalf of Sylogate.
23. Headings
Headings used in these Terms are for convenience only and do not have any legal effect.
24. Assignment
- By You: You may not assign, transfer, or delegate any of your rights or obligations under these Terms without our prior written consent.
- By Sylogate: We may assign or transfer our rights and obligations under these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets.
25. Entire Agreement
These Terms, along with the Privacy Policy and any other legal notices published by Sylogate, constitute the entire agreement between you and Sylogate regarding the Platform and supersede any prior agreements or understandings.
26. Open Source Components
The Platform may include open-source components, which are subject to their respective licenses. You agree to comply with all such licenses, which are incorporated herein by reference.
27. Children's Privacy
- Not Intended for Minors: The Platform is not intended for individuals under the age of 18.
- No Collection of Minors' Data: We do not knowingly collect personal information from minors. If we become aware that a minor has provided us with personal information, we will take steps to delete such information promptly.
28. Feedback
Any feedback, comments, or suggestions you may provide regarding Sylogate or the Platform is entirely voluntary. By providing Feedback, you grant Sylogate a perpetual, irrevocable, worldwide, royalty-free, transferable license to use your Feedback for any purpose without any obligation to you.
29. Notices
- To You: We may provide notices to you by email to the address you provided, by posting on the Platform, or by any other method we choose and is permissible by law.
- To Us: Notices to Sylogate must be sent by email to support@sylogate.com
30. Data Processing Agreement
This Data Processing Agreement (“DPA”) is an addendum and forms part of the Terms of Service betweenEstate Associations and Sylogate Limited and applies to the processing of personal data in connection with services provided to Estate Associations.
Definitions
All terms used herein, which are not defined herein, shall have the definition set forth in the Terms of Service.
- "Agreement" means this Data Processing Agreement and the Terms of Service.
- "Personal Data" means any information that relates to an identified or identifiable individual processed in connection with the Terms of Service.
- "Consent" means any freely given, specific, informed, and unambiguous indication of the Data Subject's wishes by which he or she, through a statement or a clear affirmative action, signifies agreement to the processing of Personal Data relating to him or her.
- "Data Subject" means any person who can be identified, directly or indirectly, by reference to an identification number or to one or more factors specific to his physical, physiological, mental, economic, cultural or social identity.
- "Applicable Data Protection Laws" means Nigeria's data protection and privacy laws, including the Nigerian Data Protection Act 2023.
- "Data Controller" means a person who, either alone, jointly with other persons, or in common with other persons, or a statutory body, determines the purposes for and the manner in which Personal Data is processed or is to be processed.
- "Data Processor" means an individual, entity, or organization that carries out the processing of personal data on behalf of a data controller.
- "Data Transfer"means the transfer of Personal Data between both parties.
- "Services" means Sylogate's access control and ancillary services as described under the Terms of Service.
- "Sub-processor" means any person appointed by or on behalf of the Sylogate to process Personal Data .
Roles and Obligations under this Data Processing Agreement
In consideration of their mutual obligations under this Agreement, Estate Association appoints Sylogate to process, and Sylogate agrees to process, the Personal Data through the Sylogate Platform, for the purpose of providing the Services.
Estate Association and Sylogate acknowledge that:
- Estate Association may choose to provide Sylogate with Personal Data of residents for the purpose of creating user accounts or providing related access control services for the Estate Association; or
- Estate Association may opt to notify its residents of Sylogate's appointment as the Estate Association's access control service provider, and request residents to download and set up their accounts on the Sylogate platform.
- based on clauses a and b above, Estate Association is the Data Controller of Personal Data and retains all its obligations as a Data Controller under the Applicable Data Protection Laws.
The parties agree that they shall comply with their obligations as Data Controller or Data Processor under the Applicable Data Protection Laws in respect of their processing of Personal Data.
The Estate Association shall be responsible to Data Subjects for ensuring compliance with the application of Data Protection Laws. Estate Association will ensure that it has all necessary appropriate consents and notices in place to enable transfer of the Personal Data to Sylogate and/or to enable lawful collection of the Personal Data by Sylogate on behalf of the Estate Association for the duration and purpose of this Agreement.
Sylogate's Obligation
Sylogate acts as Data Processor for the Estate Association and agrees to:
- process Personal Data solely in connection with the documented instructions of the Estate Association, namely, the provision of access control and ancillary services as provided in the Terms of Service or other written agreement mutually agreed to by the parties.
- implement appropriate technical and organizational measures to ensure a level of security appropriate to the risks;
- ensure that persons authorized to process the Personal Data are bound by confidentiality obligations;
- assist the Estate Association with fulfilling its obligations regarding data subjects' rights, data breach notification, and data protection impact assessments, as required under applicable Data Protection Laws;
- delete or return all Personal Data to the Estate Association upon termination of this Agreement, unless otherwise required by law;
- Not engage any subprocessors without the written consent of the Estate Association, which consent is duly granted where the Estate Association digitally consents to Sylogate's Privacy Notice, which provides information on sub-processors
- assist the Estate Association, at the Estate Association's cost and insofar as it is reasonably feasable, in responding to any request from a Data Subject and in ensuring compliance with the Estate Association's obligations under the application Data Protection Laws.
Sylogate will notify the Estate Association if Sylogate or its sub-processor receives any query, complaint, or request from a Data Subject to access, delete, block, or restrict access to their Personal Data.
If either Party receives any communication from any Data Subject, supervisory authority, or other competent regulator in connection with Personal Data processed by Sylogate or shared by Estate Association to Sylogate, then the Parties shall cooperate in good faith as necessary to assist that Party to respond to such communication, where possible, and fulfill their respective obligations under the Applicable Data Protection Laws.
Sub-Processing & International Transfers
- The Estate Association consents to Sylogate appointing Paystack Payments Limited or any other third-party payment processor as Sylogate may engage, as a third-party processor of Personal Data for the purpose of processing any payments made through Sylogate.
- The Estate Association acknowledges that Personal Data may be transferred to and processed anywhere in the world where Sylogate, and/or its Sub-processors maintain data processing operations. Sylogate will implement appropriate safeguards to protect the Personal Data, wherever it is processed, in accordance with the requirements of Data Protection Laws in Nigeria and in any such country.
Termination
This Agreement will remain in full force and effect so long as:
- the Terms of Service remains in effect; or
- both parties retain any Personal Data related to the Service in its possession or control.
31. Contact Information
If you have any questions or concerns about these Terms, please contact us:
- Email: support@sylogate.com
- Phone: +234 903 294 2619
Disclaimer: This Terms of Service is provided for informational purposes only and does not constitute legal advice. It is recommended that you consult with a qualified attorney to ensure that your Terms of Service comply with all applicable laws and regulations.