Terms of Use

These Terms and Conditions constitute a legally binding agreement made between you and FossaPay and/or Fossa Technologies Limited ("we," "us" or "our"), concerning your access to and use of FossaPay website as well as any other media form, media channel, mobile website or mobile application related, linked, or otherwise connected thereto (collectively, the "Site").

You agree that by accessing the Site, you have read, understood, and agree to be bound by all of these Terms and Conditions. If you do not agree with all of these Terms and Conditions, then you are expressly prohibited from using the Site and you must discontinue use immediately.

Supplemental terms and conditions or documents that may be posted on the Site from time to time are hereby expressly incorporated herein by reference. We reserve the right, in our sole discretion, to make changes or modifications to these Terms and Conditions at any time and for any reason.

We will alert you about any changes by updating the "Last updated" date of these Terms and Conditions, and you waive any right to receive specific notice of each such change.

It is your responsibility to periodically review these Terms and Conditions to stay informed of updates. You will be subject to, and will be deemed to have been made aware of and to have accepted, the changes in any revised Terms and Conditions by your continued use of the Site after the date such revised Terms and Conditions are posted.

The information provided on the Site is not intended for distribution to or use by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country.

Accordingly, those persons who choose to access the Site from other locations do so on their own initiative and are solely responsible for compliance with local laws, if and to the extent local laws are applicable.

The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to register for the Site.

Your use of FossaPay's services is governed by its Privacy Policy and any other applicable legal agreements you have as a FossaPay customer (together called the "Related Agreements"). You should read and understand the Related Agreements before continuing to use the services. If there is any conflict between these Terms and a Related Agreement, the terms of the relevant Related Agreement will apply for the specific service you are using, but only to the extent of the conflict.

"Applicable Laws" as used under the Terms shall mean all applicable laws, rules, regulations and other binding requirements of any Government Authority.

"Government Authority" means a regulator or other government agency or entity with jurisdiction over the Services of FossaPay or you, as applicable.

Minors in the jurisdiction in which they reside (generally under the age of 18) must have the permission of, and be directly supervised by, their parent or guardian to use the Site. If you are a minor, you must have your parent or guardian read and agree to these Terms and Conditions prior to you using the Site.

FossaPay at any time may carry extra steps in order to know their customer as in compliance with relevant laws and industry standard. You are to actively comply with these steps for seamless transactions.

Intellectual Property Rights

Unless stated otherwise, FossaPay owns the Site and all its elements — including the source code, databases, software, designs, audio, video, text, images, and graphics (the "Content") — as well as the trademarks, service marks, and logos (the "Marks"). These are either owned or licensed to us and are protected under copyright, trademark, and other intellectual property laws in Nigeria, other countries, and international treaties.

The Content and Marks are provided "AS IS" for your personal, informational use only. Except where these Terms and Conditions explicitly allow, you may not copy, reproduce, republish, upload, post, display, encode, translate, transmit, distribute, sell, license, reverse engineer, disassemble, decompile, or otherwise attempt to recreate source code or derivative works from the software, third-party materials, or technology used on the Site. Any such use for commercial purposes requires our prior written consent.

Provided that you are eligible to use the Site, you are granted a limited license to access and use the Site and to download or print a copy of any portion of the Content to which you have properly gained access solely for your personal, non-commercial use. We reserve all rights not expressly granted to you in and to the Site, the Content and the Marks.

Additionally, you acknowledge that any other third-party software applications you use on the Website are subject to the terms of the license agreement you entered into with the third-party provider. FossaPay disclaims ownership, control, and liability for any third-party software applications you choose to use on our websites, software, or in connection with the Services, and you agree to hold FossaPay harmless from any claims for damages arising from such use.

Trademark

The website, the name "FossaPay," and all related logos, marks, descriptions, titles, and names connected to the Services are trademarks or registered trademarks of FossaPay or Fossa Technologies Limited. You may not copy, imitate, modify, or use them without our prior written consent. All rights, ownership, and interests in the FossaPay websites, their content, the Services, the technology supporting the Services, and any technology or content created from them belong exclusively to FossaPay and/or Fossa Technologies Limited.

User Representations

By using the Site, you represent and warrant that:

You agree that all registration details you provide will be true, accurate, current, and complete, and you will keep this information updated as needed. You confirm that you have the legal capacity to enter into these Terms and Conditions, are at least 18 years old (or, if a younger age is allowed in your jurisdiction, you have the consent of a parent or guardian), and are not considered a minor in your place of residence — or, if you are, you have guardian permission to use the Site or Application.

You agree not to access the Site using automated or non-human methods (such as bots or scripts), not to use it for any illegal or unauthorized purposes, and not to violate any applicable laws or regulations. If you provide false, inaccurate, outdated, or incomplete information, we may suspend or terminate your account and refuse you access to the Site, either now or in the future.

User Registration

You are fully responsible for making sure no unauthorized person can access your account or password. If you share your password or fail to follow our security guidelines, FossaPay will not be responsible for any losses or damages that occur.

You also agree to take all necessary precautions to protect the personal device you use to access FossaPay's services, such as enabling password protection, not sharing your device, and applying other reasonable security measures to safeguard your device and account.

We may verify your information through our own checks or third-party services and have the right to approve or reject your account registration based on a risk assessment. By registering, you allow us to collect, verify, and process your information. For details on how we handle your registration data, please see our Privacy Policy.

Prohibited Activities

You may not access or use FossaPay Site for any purpose other than that for which we make the Site available. The Site may not be used in connection with any commercial endeavors except those that are specifically endorsed or approved by us.

As a user of the Site, you agree not to:

1. Systematically retrieve data or other content from the Site to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
2. Make any unauthorized use of the Site, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
3. Circumvent, disable, or otherwise interfere with security-related features of the Site, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and/or the Content contained therein.
4. Engage in unauthorized framing of or linking to the Site.
5. Trick, defraud, or mislead us and other users, especially in any attempt to learn sensitive account information such as user passwords.
6. Make improper use of our support services or submit false reports of abuse or misconduct.
7. Engage in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
8. Interfere with, disrupt, or create an undue burden on the Site or the networks or services connected to the Site.
9. Attempt to impersonate another user or person or use the username of another user.
10. Sell or otherwise transfer your profile.
11. Use any information obtained from the Site in order to harass, abuse, or harm another person.
12. Use the Site as part of any effort to compete with us or otherwise use the Site and/or the Content for any revenue-generating endeavor or commercial enterprise.
13. Decipher, decompile, disassemble, or reverse engineer any of the software comprising or in any way making up a part of the Site.
14. Attempt to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site.
15. Harass, annoy, intimidate, or threaten any of our employees or agents engaged in providing any portion of the Site to you.
16. Delete the copyright or other proprietary rights notice from any Content.
17. Copy or adapt the Site's software, including but not limited to Flash, PHP, HTML, JavaScript, or other code.
18. Upload or transmit (or attempt to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party's uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site.
19. Upload or transmit (or attempt to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats ("gifs"), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "pcms").
20. Disparage, tarnish, or otherwise harm, in our opinion, us and/or the Site.
21. Use the Site in a manner inconsistent with any applicable laws or regulations.
22. Breach the Terms, the Privacy Policy, or any of the Related Agreements that applies to you.
23. Violate any law, statute, ordinance, or regulation (for example, those governing financial services, consumer protections, unfair competition, anti-discrimination or false advertising).
24. Infringe FossaPay or any third party's copyright, patent, trademark, trade secret or other intellectual property rights, or rights of publicity or privacy; sell counterfeit goods or provide fraudulent services.
25. Act in a manner that is defamatory, trade libelous, threatening or harassing.
26. Refuse to cooperate in an investigation or provide confirmation of your identity or any information you provide to us.
27. Use the Services in a manner that FossaPay, Central Bank of Nigeria (CBN) or any other regulatory agency, or any payment scheme reasonably believes to be an abuse of the card system or a violation of card association or network rules.
28. Access the Services from a country that is not included on FossaPay's permitted countries list.

Consequence of Breach

If we suspect, discover, or receive information that you have engaged in any of the restricted activities mentioned above, we reserve the full and sole right to take any action we deem necessary to protect FossaPay, its customers, and others. These actions may include, but are not limited to:

• Terminating these Terms and limiting, suspending, or closing your access to the Services, software, systems, and networks we operate or control, immediately and without penalty to us.
• Refusing to provide you with Services in the future.
• Contacting third parties who have transacted with you, as well as law enforcement, about your conduct.
• Correcting any inaccurate information you have provided to us.
• Taking legal action against you.

If we terminate your access to the Services for any reason, we will notify you of our decision.

Guidelines for Reviews

We may provide you areas on the Site to leave reviews or ratings. When posting a review, you must comply with the following criteria:

• You should have firsthand experience of the site and services before review.
• Your reviews should not contain offensive profanity, or abusive, racist, offensive, or hate language.
• Your reviews should not contain discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation, or disability.
• Your reviews should not contain references to illegal activity.
• You should not be affiliated with competitors if posting negative reviews.
• You should not make any conclusions as to the legality of conduct.
• You may not post any false or misleading statements.
• You may not organize a campaign encouraging others to post reviews, whether positive or negative.

We may accept, reject, or remove reviews in our sole discretion. We have absolutely no obligation to screen reviews or to delete reviews, even if anyone considers reviews objectionable or inaccurate. Reviews are not endorsed by us, and do not necessarily represent our opinions or the views of any of our affiliates or partners.

Mobile Application License

Use License

If you access the Site via a mobile application, then we grant you a revocable, non-exclusive, non-transferable, limited right to install and use the mobile application on wireless electronic devices owned or controlled by you, and to access and use the mobile application on such devices strictly in accordance with the terms and conditions of this mobile application license contained in these Terms and Conditions.

You shall not:

• Decompile, reverse engineer, disassemble, attempt to access the source code, or decrypt the application.
• Modify, adapt, enhance, translate, or create any derivative works from the application.
• Violate any applicable laws, rules, or regulations when using the application.
• Remove, change, or hide any proprietary notices (including copyright or trademark notices) placed by us or our licensors.
• Use the application for revenue-generating activities, commercial purposes, or any other purpose for which it was not designed or intended.
• Make the application accessible over a network or environment that allows use by multiple devices or users at the same time.
• Use the application to develop a product, service, or software that competes with or serves as a substitute for the application.
• Use the application to send automated website queries or unsolicited commercial emails.
• Use our proprietary information, interfaces, or other intellectual property to design, develop, produce, license, or distribute any applications, accessories, or devices intended for use with the application.

Apple and Android Devices

The following terms apply when you use a mobile application obtained from either the Apple Store or Google Play (each an "App Distributor") to access the Site:

1. The license granted to you for our mobile application is limited to a non-transferable license to use the application on a device that utilizes the Apple iOS or Android operating systems, as applicable, and in accordance with the usage rules set forth in the applicable App Distributor's terms and conditions.
2. We are responsible for providing any maintenance and support services with respect to the mobile application as specified in the terms and conditions of this mobile application license contained in these Terms and Conditions or as otherwise required under applicable law.
3. In the event of any failure of the mobile application to conform to any applicable warranty, you may notify the applicable App Distributor, and the App Distributor, in accordance with its terms and policies, may refund the purchase price, if any, paid for the mobile application.
4. You represent and warrant that you are not listed on any Nigeria government list of prohibited or restricted parties.
5. You must comply with applicable third-party terms of agreement when using the mobile application.
6. You acknowledge and agree that the App Distributors are third-party beneficiaries of the terms and conditions in this mobile application license contained in these Terms and Conditions.

Social Media

As part of the functionality of the Site, you may link your account with online accounts you have with third-party service providers (each such account, a "Third-Party Account") by either: (1) providing your Third-Party Account login information through the Site; or (2) allowing us to access your Third-Party Account, as is permitted under the applicable terms and conditions that govern your use of each Third-Party Account.

You represent and warrant that you are entitled to disclose your Third-Party Account login information to us and/or grant us access to your Third-Party Account, without breach by you of any of the terms and conditions that govern your use of the applicable Third-Party Account.

PLEASE NOTE THAT YOUR RELATIONSHIP WITH THE THIRD-PARTY SERVICE PROVIDERS ASSOCIATED WITH YOUR THIRD-PARTY ACCOUNTS IS GOVERNED SOLELY BY YOUR AGREEMENT(S) WITH SUCH THIRD-PARTY SERVICE PROVIDERS.

Submissions

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or other information regarding the Site ("Submissions") provided by you to us are non-confidential and shall become our sole property. We shall own exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of these Submissions for any lawful purpose, commercial or otherwise, without acknowledgment or compensation to you.

You hereby waive all moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions.

Third-Party Websites and Content

The Site may contain (or you may be sent via the Site) links to other websites ("Third-Party Websites") as well as articles, photographs, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content").

Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us, and we are not responsible for any Third-Party Websites accessed through the Site or any Third-Party Content posted on, available through, or installed from the Site.

If you decide to leave the Site and access the Third-Party Websites or to use or install any Third-Party Content, you do so at your own risk, and you should be aware these Terms and Conditions no longer govern.

Our Services

You acknowledge that your use of the Services is governed by these Terms, any applicable Related Agreements, and all relevant rules, regulations, guidelines, and circulars issued by regulatory authorities from time to time. As a result, we may place limits, restrictions, or conditions on your use of the Services at any time, with or without prior notice. We will not be liable for any impact these limitations, restrictions, or conditions may have on you or your business.

Fees

Transaction fees for using our portals are outlined in the applicable Related Agreement you have with us (if any) and/or will be disclosed to you before you proceed with each transaction.

Chargebacks and Refunds

Refund Policy

FossaPay operates solely as a payment processing and facilitation platform and does not engage in the exchange ("swap") of funds or act as a merchant for goods or services purchased by users. As such, all transactions processed through FossaPay are deemed authorized once completed.

No Automatic Refunds

Payments successfully processed through the FossaPay platform are generally non-refundable, except in cases of proven system error, duplicate transaction, unauthorized debit, or failed transaction where the customer's account was debited without successful completion of the intended payment.

Merchant Responsibility

Where a payment relates to goods or services purchased from a third-party merchant, any request for refund arising from disputes, dissatisfaction, defective goods, delayed delivery, or non-performance shall be directed to the respective merchant or service provider. FossaPay shall not be liable for such refunds.

Failed or Incomplete Transactions

In cases where a payment fails or remains incomplete but a user's wallet or account is debited, FossaPay will investigate the transaction and, where appropriate, process a reversal or refund within a reasonable period subject to internal verification procedures.

Fraudulent or Suspicious Transactions

FossaPay reserves the right to decline, withhold, or investigate refund requests involving suspected fraud, money laundering, chargeback abuse, or violation of applicable laws and company policies.

Refund Processing Time

Approved refunds or reversals may take between 3–28 business days depending on the payment channel, financial institution, and regulatory requirements.

Contact for Refund Complaints

Users seeking assistance regarding refunds may contact FossaPay through its designated customer support channels for review and resolution. Any request for a refund must be submitted in writing to our support team within 7 days from the date of the transaction, providing proof of payment and relevant supporting documentation.

Chargebacks

A "Chargeback" occurs when a User disputes a payment transaction with their bank, card issuer, financial institution, or payment service provider, resulting in a reversal of the transaction.

Before initiating a Chargeback, you agree to contact FossaPay and make reasonable efforts to resolve the dispute in good faith through our customer support channels.

Where a Chargeback is initiated, FossaPay reserves the right, at its sole discretion, to:

• Suspend, restrict, or terminate your account and access to our Services pending investigation or resolution of the dispute.
• Recover the amount of the Chargeback, together with any associated processing fees, administrative costs, penalties, or expenses imposed on FossaPay by payment processors, financial institutions, or third parties.
• Deduct or offset any outstanding Chargeback amount and related fees against any balance, funds, or payments otherwise due or payable to you.
• Take appropriate legal or recovery actions where fraudulent, abusive, or unauthorized Chargebacks are suspected.

FossaPay shall not be liable for any losses, delays, restrictions, or service interruptions resulting from a Chargeback investigation or account suspension.

Fraudulent, dishonest, or bad-faith Chargebacks may result in permanent account closure and reporting to relevant financial institutions or regulatory authorities where applicable.

Term and Termination

These Terms and Conditions shall remain in full force and effect while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE TERMS AND CONDITIONS, WE RESERVE THE RIGHT TO, IN OUR SOLE DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE (INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR COVENANT CONTAINED IN THESE TERMS AND CONDITIONS OR OF ANY APPLICABLE LAW OR REGULATION.

WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE YOUR ACCOUNT AND ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN OUR SOLE DISCRETION.

Account can also be terminated by customer by closing account with FossaPay.

If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.

Modifications and Interruptions

We reserve the right to change, modify, or remove the contents of the Site at any time or for any reason at our sole discretion without notice. However, we have no obligation to update any information on our Site. We also reserve the right to modify or discontinue all or part of the Site without notice at any time.

We will not be liable to you or any third party for any modification, price change, suspension, or discontinuance of the Site.

We cannot guarantee the Site will be available at all times. We may experience hardware, software, or other problems or need to perform maintenance related to the Site, resulting in interruptions, delays, or errors.

Disclaimer

THE WEBSITE AND SERVICES ARE PROVIDED "AS IS," WITHOUT ANY EXPRESS, IMPLIED, OR STATUTORY WARRANTIES — INCLUDING, BUT NOT LIMITED TO, IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS. WITHOUT LIMITING THIS, FOSSAPAY DOES NOT GUARANTEE THAT THE WEBSITE OR SERVICES WILL MEET YOUR NEEDS.

You are responsible for setting up your IT systems, software, and platform to access our Services. You should use antivirus software or applications, as we cannot guarantee that our Services will always be free from viruses or bugs.

Governing Law

The Terms shall be interpreted and governed by the laws currently in force in the Federal Republic of Nigeria and you submit to the non-exclusive jurisdiction of the courts located in Nigeria for the resolution of any dispute.

Dispute Resolution

Any legal action of whatever nature brought by either you or us (collectively, the "Parties" and individually, a "Party") shall be commenced or prosecuted in the state and federal courts located at the head office of FossaPay or Fossa Technologies Limited.

Informal Negotiations

To resolve any dispute, controversy, or claim arising from these Terms and Conditions (each a "Dispute" and collectively, the "Disputes") efficiently and cost-effectively, both you and we (each a "Party" and together the "Parties") agree to first attempt informal negotiations for at least 30 days before starting arbitration. These negotiations begin when one Party sends written notice to the other.

The Parties may also choose to use arbitration, which becomes binding if both agree to proceed. Such arbitration will be conducted at the Lagos Court of Arbitration (LCA) before a single arbitrator, in accordance with the Arbitration and Conciliation Act, 2003.

The arbitration will take place in Lagos, Nigeria, and be conducted in English. The arbitrator's decision will be final and binding, and must be issued within thirty (30) days after the hearing record closes.

Limitations of Liability

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In any case, the aggregate liability of FossaPay for loss to its customer/merchant whether under contract law, tort law, warranty or otherwise shall in no event exceed the transaction fees that has accrued to FossaPay from you, in the one (1) month period preceding the date the claim arises.

Indemnification

You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective officers, agents, partners, and employees, from and against any loss, damage, liability, claim, or demand, including reasonable attorneys' fees and expenses, made by any third party due to or arising out of: (1) use of the Site; (2) breach of these Terms and Conditions; (3) any breach of your representations and warranties set forth in these Terms and Conditions; (4) your violation of the rights of a third party, including but not limited to intellectual property rights; or (5) any overt harmful act toward any other user of the Site with whom you connected via the Site.

User Data

FossaPay is dedicated to handling your personal data in accordance with global industry best practices. We will retain certain information you transmit to the Site for operational purposes, as well as data related to your use of the Site. While we carry out routine data backups, you are solely responsible for any data you send or any information connected to your activities on the Site. You agree that we are not liable for any loss or corruption of such data, and you waive any right to take action against us for such loss or corruption.

Electronic Communications, Transactions, and Signatures

Visiting the Site, sending us emails, and completing online forms constitute electronic communications. You consent to receive electronic communications, and you agree that all agreements, notices, disclosures, and other communications we provide to you electronically, via email and on the Site, satisfy any legal requirement that such communication be in writing.

YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS, ORDERS, AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS INITIATED OR COMPLETED BY US OR VIA THE SITE.

Severability

If any provision or part of a provision of these Terms and Conditions is determined to be unlawful, void, or unenforceable, that provision or part of the provision is deemed severable from these Terms and Conditions and does not affect the validity and enforceability of any remaining provisions.

There is no joint venture, partnership, employment or agency relationship created between you and us as a result of these Terms and Conditions or use of the Site.

Contact Us

In order to resolve a complaint regarding the Site or to receive further information regarding use of the Site, please contact us at: