Home · Terms and Conditions
Terms and Conditions
Effective date: September 2026 · Version 1.0
1. Introduction and acceptance
These Terms and Conditions (“Terms”) constitute a legally binding agreement between you (“Client”, “Customer” or “you”) and GRUU Diamond Ltd (“Company”, “we”, “us” or “our”), an IT management and consultancy firm registered in Nigeria.
By accessing our website, purchasing products from our shop, booking appointments or engaging our professional services, you acknowledge that you have read, understood and agree to be bound by these Terms.
If you are entering into this agreement on behalf of a business or other legal entity, you represent that you have authority to bind that entity to these Terms.
2. Our services
GRUU Diamond Ltd provides the following services:
- IT management and consultancy: strategic advisory, IT infrastructure planning, digital transformation and technical consulting.
- SAP support: end-to-end SAP implementation support, system configuration, troubleshooting and ongoing application management.
- SAP Ariba supplier optimisation: supplier onboarding, catalogue management, contract facilitation and procurement process streamlining.
- Process optimisation: business process analysis, workflow redesign and operational efficiency consulting.
- Appointment-based services: scheduled consultations, technical sessions and project meetings.
- Digital products: downloadable resources, templates, productised services and SAP health-check packages sold through our shop.
- Web design and hosting: website design, development and hosting scoped and priced per individual project quote.
3. Professional consultancy and quotes
3.1 Quote issuance
All professional consultancy services are initiated through a formal quote issued via our quoting system. Each quote sets out the specific scope of work, deliverables, timeline and pricing.
3.2 Scope management and change orders
Quotes cover only the scope of work outlined in the proposal. We commit to delivering the agreed scope at the agreed price without unilateral price increases mid-engagement. Any additional features, revisions or support requests outside the agreed scope are quoted separately.
All change requests outside the agreed scope are documented in a formal Change Order and must be approved in writing by both parties before additional work commences. We reserve the right to pause work until a Change Order is agreed and, where applicable, a revised deposit received.
3.3 Quote validity
All pricing and quotes issued via our portal are valid for 14 days from the date of issue. Quotes expire automatically after this period and a new quote may be required.
3.4 Acceptance
By making a payment against a quote, or accepting it on our portal, you confirm acceptance of the scope, timeline and pricing as presented. This constitutes a formal and binding agreement. The project timeline commences on receipt of the required deposit or full payment.
3.5 Client responsibilities
You agree to provide timely access to the information, resources, systems and personnel reasonably required for us to perform the services. Delays caused by failure to provide such access may extend project timelines and may attract additional costs, which will be communicated in advance.
3.6 Written outcome agreements
Where a separate Written Outcome Agreement is executed between the parties, the terms, KPIs and guarantees in that agreement govern the relevant engagement. In the event of conflict between a Written Outcome Agreement and these Terms, the Written Outcome Agreement prevails for that engagement.
4. Pricing and taxation
4.1 Currency
All prices displayed on our website, in quotes and on invoices are in Nigerian Naira unless otherwise specified in writing.
4.2 Value added tax
All prices are subject to 7.5% VAT in accordance with the Nigeria Tax Act. VAT is itemised on your invoice and added to the subtotal at checkout for shop purchases.
4.3 Price changes
We reserve the right to modify prices at any time. Once a quote has been formally accepted by payment or written confirmation, the pricing is locked for that engagement.
5. Payment terms
5.1 Accepted payment methods
We accept direct bank transfer and online card payments through our payment gateway. Bank transfers must reference the invoice number to ensure accurate reconciliation.
5.2 Consultancy payment terms
The following applies to all professional consultancy, SAP and project-based engagements:
- Deposit: a non-refundable 25% deposit is required to secure your project slot and commence work. This covers initial project setup, scheduling and reserved time.
- Payment due date: all invoice balances are contractually due within 30 days of the invoice date. A 15-day courtesy period applies as a commercial accommodation and does not extend or modify the contractual due date.
- Late interest: overdue balances are subject to a 1.5% monthly service charge (18% per annum). [ REVIEW — this clause currently states interest commences on both day 45 and day 60. One figure must be chosen before launch. ]
- Final delivery: delivery of project assets, blueprints, technical documentation or any deliverable is subject to the remaining balance being settled in full.
- Failed payments: in the event of a failed or reversed transfer, the Client is responsible for resulting bank charges and must reprocess payment within 5 business days.
5.3 Shop payment terms
All purchases through our shop must be paid in full at checkout. No products or access links are released until payment is confirmed by our payment gateway.
6. Shop and digital products
6.1 Products offered
Our shop offers digital documentation, templates, productised services, SAP health-check packages and other IT-related resources.
6.2 Delivery
Digital products are delivered via a secure access link sent to the email address provided at checkout. Where automatic delivery is triggered, the link is issued immediately on payment confirmation. Where automatic delivery is unavailable or fails, links are issued manually during business hours, Monday to Friday, 9:00am to 5:00pm WAT. Orders placed outside business hours are processed on the next business day. It is your responsibility to provide the correct email address at checkout.
6.3 Refunds on digital products
Given the nature of digital assets and professional time, all shop sales are final once the access link has been issued or the download accessed. If you experience technical issues accessing your purchase, contact hello@gruudn.com within 7 days of purchase.
6.4 Product accuracy
We make every effort to describe our products accurately. We do not warrant that product descriptions or other content are entirely error-free, complete or current at all times.
7. Appointments and cancellation
7.1 Booking
Appointments for consultations, technical sessions and project meetings can be booked through our website or by direct arrangement. Your appointment represents time reserved exclusively for your engagement.
7.2 Rescheduling
Appointments may be rescheduled at no cost up to 24 hours before the scheduled time, by contacting hello@gruudn.com. No refunds are issued for rescheduled appointments; the booking credit remains valid for the rescheduled session.
7.3 Late cancellations
Cancellations made within 24 hours of the scheduled appointment are subject to a 50% cancellation fee of the booked service value, covering reserved time that could have been offered to other clients.
7.4 No-shows
Failure to attend a scheduled appointment without prior notice results in full forfeiture of any booking fee paid. Where no upfront booking fee was collected, the Client will be invoiced for the value of the appointment slot at our standard consultancy rate, as communicated at the time of booking. This invoice must be settled before any future booking is confirmed.
7.5 Company cancellations
We reserve the right to cancel or reschedule due to unforeseen circumstances, including technical issues, staff illness or emergencies. We will give as much notice as reasonably possible, and no less than 2 hours in non-emergency circumstances. In such cases we offer a full refund of any booking fee paid, or alternative scheduling at no additional cost.
8. Refund policy
The following consolidated policy applies across all service types. Where another section of these Terms references refunds, this section is the authoritative source.
- Project deposits: non-refundable under any circumstance, as they cover reserved time and initial setup costs.
- Project balances: refund requests on the remaining balance are considered case by case and must be submitted in writing. Refunds are only considered where work has not commenced on the specific deliverable in question.
- Digital products: all sales are final once the access link has been issued or the download accessed. See section 6.3.
- Booking fees: non-refundable. Rescheduled appointments retain their booking credit as described in section 7.2.
- Late cancellations: a 50% cancellation fee applies as described in section 7.3, and is not refunded.
9. Intellectual property
9.1 Our ownership
All content on our website, including text, graphics, logos, trademarks, software and digital products, is the property of GRUU Diamond Ltd and protected by Nigerian and international copyright law.
9.2 Deliverables and transfer
On receipt of full and final payment, ownership of the specific deliverables created for the Client, including website designs, SAP configurations, technical documentation and process maps, transfers fully to the Client.
We retain ownership of all underlying frameworks, methodologies, templates, proprietary tools and processes used to create those deliverables. We retain the right to reference completed work in our portfolio and marketing materials unless you request otherwise in writing.
Prior to full payment, the Client is granted a limited, non-exclusive, non-transferable licence to use interim deliverables solely for internal review and testing. This licence is not an ownership transfer and may be revoked in the event of non-payment.
9.3 Client materials
Any materials, data or intellectual property you provide remain your property. You grant us a limited licence to use them solely to deliver the agreed services.
10. Confidentiality
Both parties agree to keep confidential any proprietary information, business data, system credentials or technical detail disclosed during the engagement. Such information will be used solely to provide the agreed services and will not be disclosed to third parties except as required by law. This obligation survives termination or expiry of the agreement. It does not extend to information that is publicly available, independently developed, or already known to the receiving party before disclosure.
11. Data protection and privacy
We process personal data in accordance with the Nigeria Data Protection Act 2023 and the Nigeria Data Protection Regulation 2019. By engaging our services you consent to the collection and processing of your personal data as described in our Privacy Policy, which is incorporated into these Terms by reference.
We retain project-related documents, communications and deliverables for 5 years following project completion, after which they may be securely destroyed unless otherwise agreed in writing.
12. Limitation of liability
12.1 Warranties and written outcome agreements
Our services and products are provided as is, without general warranties express or implied, and we do not guarantee that our services will be entirely error-free or that results will meet every specific expectation of the Client.
Where a Written Outcome Agreement has been separately executed, the guarantees, KPIs and remedy provisions in that agreement apply to the relevant engagement. The as-is disclaimer in this section does not override, limit or supersede any commitment made in a Written Outcome Agreement.
12.2 Exclusion of consequential losses
To the maximum extent permitted by Nigerian law, we are not liable for any indirect, incidental, special, consequential or punitive damages, including loss of profits, data or business opportunities, arising out of or in connection with these Terms or our services.
12.3 Cap on liability
Our total liability for any claim arising from these Terms or our services shall not exceed the total amount paid by you to GRUU Diamond Ltd in the twelve months preceding the claim.
12.4 Force majeure
We are not liable for failure or delay in performance due to circumstances beyond our reasonable control, including acts of God, war, civil unrest, strikes, pandemics, government action, power outages or internet disruption.
13. Suspension and termination
We reserve the right to suspend or terminate your access to our services, website or shop if:
- You fail to pay any amounts when due.
- You violate any provision of these Terms.
- You engage in fraudulent, abusive or unlawful activity in connection with our services.
On termination you remain liable for all outstanding payments due. Termination does not affect rights or obligations already accrued.
14. Governing law and disputes
14.1 Governing law
These Terms are governed by the laws of the Federal Republic of Nigeria.
14.2 Dispute resolution
Any dispute arising from or relating to these Terms or our services shall first be addressed through good-faith informal negotiation. If negotiation fails within 30 days, the dispute shall be resolved through mediation or binding arbitration under the rules of the Abuja Multi-Door Courthouse, or another mutually agreed Nigerian dispute resolution body.
14.3 Jurisdiction
Any legal action not resolved through arbitration shall be brought exclusively before the courts of the Federal Capital Territory, Abuja, and both parties consent to the personal jurisdiction of those courts.
15. Modifications to these Terms
We reserve the right to update or modify these Terms at any time. For material changes we will endeavour to notify active clients by email at least 14 days before they take effect. Other changes are effective on posting to our website. The effective date at the top of this page indicates when the Terms were last updated. Your continued use of our services after changes take effect constitutes acceptance of the revised Terms.
16. Severability
If any provision of these Terms is found unenforceable or invalid by a court of competent jurisdiction, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions continue in full force and effect.
17. Entire agreement
These Terms, together with any accepted quotes, invoices, Change Orders, Written Outcome Agreements and our Privacy Policy, constitute the entire agreement between you and GRUU Diamond Ltd regarding the use of our services. They supersede all prior agreements, representations and understandings between the parties.
[ PLACEHOLDER — a notices clause appears to have been lost from the source document at this point. The surviving fragment read “will be acknowledged within 5 business days”. Supply the intended wording, including where written notice should be sent. ]
Last updated: September 2026.