TERMS AND CONDITIONS OF USE OF THE NIBSS MERCHANT RETAIL PAYMENT SOLUTION (mCASH)

mCASH CONCEPT

The NIBSS Retail Payment Solution (mCASH) aid payments to Sellers for commodities and services. It leverages on the Nigeria Inter-Bank Settlement System PLC (NIBSS) Instant Payments infrastructure (NIP) and the USSD channel on mobile phone devices to facilitate retail payments/purchases, particularly micropayments. In view of this, Sellers are required to display their allocated Seller Codes conspicuously at their various business locations. Sellers and Payers may use the USSD code of their preferred Bank or the zero-rated Universal USSD code 402 to utilize the mCASH services or platform.

mCASH users are required to read and understand this Terms and Conditions, as it governs mCASH operations and it is a binding contract between mCASH users and NIBSS, being the operators of mCASH services. mCASH users (hereafter referred to as Customers) should read this carefully.

  1. CONTRACTUAL RELATIONSHIP

These Terms and Conditions (T&Cs) of Use govern your access to, and use of the NIBSS Retail Payment Solution (mCASH) operated by NIBSS for licensed Payments Service Providers. By continuing usage of the mCASH services, you consent to be bound by these T&Cs for use of and access to the mCASH services. You need to understand each clause of the rules set out in this document. You are required to keep these rules as they constitute a binding agreement between you and NIBSS.

  1. THE AGREEMENT

2.1       I (“Customer”) confirm and agree that the following terms and conditions shall govern my use of the mCASH platform and services.

2.2       By clicking on the “I AGREE” button or a similar affirmation, or by acknowledging acceptance of these Terms and Conditions by any other method allowed by NIBSS and Payments Service Providers, or by using or accessing the mCASH Services through any means permissible including, without limitation via a computer or a mobile application, Customer acknowledges and agrees that: (i) it has reviewed and understands these Terms and Conditions; (ii) it agrees to be legally bound by these Terms and Conditions; and (iii) its use of the mCASH Services and any related products or services will be governed by these Terms and Conditions.

2.3       If Customer does not agree or is not willing to be bound by these terms and conditions, Customer should not click on the “I AGREE” button and should not seek to obtain or use the mCASH Services.

  1. CUSTOMER’S CAPACITY AND RELATED MATTERS.

By accepting these Terms and Conditions, Customer represents and warrants that:

(a) the Customer or the person agreeing to these Terms and Conditions on behalf of Customer is 18 years of age or older

(b) all information you have provided to your bank or third party who enrolled you or signed you up for the mCASH service is true and correct in all respects, and

(c) you will update your bank or third party who enrolled you or signed you up for the mCASH service with any changes to information you have previously supplied.

(d) Customer further represents and warrants that Customer has the legal authority to accept these Terms and Conditions and that such acceptance will be binding on Customer. NIBSS reserves its right, in its sole discretion, to refuse to provide Customer with the mCASH Service if Customer is in breach of any provisions of these Terms and Conditions.

  1. ACCEPTANCE OF CONDITIONS OF USE

Use of the mCASH platform or services constitutes acceptance of these mCASH Terms and Conditions of Use as may be amended from time to time.

  1. PAYMENT OBLIGATIONS

5.1       When you initiate and confirm a transaction using the mCASH services or platform, you agree to be bound by and pay for that transaction. Do not commit to a transaction unless you are ready to pay and have confirmed that all information provided is accurate as all completed transactions are final.

5.2       To prevent financial loss or possible violations of the law, NIBSS reserves the right to use its discretion in disclosing details of any payments associated with you to payment service providers, law enforcement agencies, or impacted third parties (including other users). Such disclosures may originate from an order of any trial court with the jurisdiction to compel such a disclosure.

5.3       You agree and confirm that you will not use this mCASH services for money laundering, terrorism and any illegal activities or violate any law related to such.

5.4       NIBSS reserves the right to demand explanation(s) from you regarding any matter pertaining to  the law(s) of Nigeria relating to 5.4.

5.5       Normal SMS charges or other charges for services (if applicable) by the Mobile network operators may be applied for each transaction conducted via mCASH services or platform.

5.6       NIBSS may terminate the relationship at any time without notification if, in its discretion, NIBSS’s reputation and/or integrity is affected in an adverse manner by your actions or disrupts others use of the Services. NIBSS may also suspend providing the mCASH services to you if we are investigating any suspected misconduct by you.

  1. BVN WATCH-LIST

6.1       Subject to Seller Bank and Payer Bank providing adequate convincing documentation and in line with CBN Policy, NIBSS reserves the right to deny mCASH services to any person who is in the CBN/BVN watch-list.

 7. CLOSING OR SUSPENSION OF YOUR ACCOUNT

NIBSS may suspend, restrict or terminate the provision of its mCASH services (in whole or in part)  without any liability whatsoever, if in any way NIBSS knows or suspects that Customer account is being used fraudulently, negligently or for illegal activities or if NIBSS must do so to comply with the law,

  1. NOTICES.

8.1       The address you supplied to your bank or third party who enrolled you or signed you up for the mCASH service is regarded as your chosen address where notices may be given and documents in legal proceedings may be served. You must notify your bank or third party who enrolled you or signed you up for the mCASH services immediately should your physical, postal, email address, or cell phone number change.

8.2       We are entitled to send any notice to your physical, postal, email address, or cell phone number supplied to your bank or third party who enrolled you or signed you up for the mCASH service or platform. This communication will be regarded as having been received by you unless the contrary is proved.

8.3       Any correspondence that we send to you by post will be considered to have arrived within five (5) days of posting and any correspondence we send to you by fax or email will be considered to have arrived on the day that it was sent.

8.4       We are entitled to send information to you via SMS to the contact mobile phone number supplied to your bank or third party who enrolled you or signed you up for the mCASH service.

  1. JURISDICTION

You acknowledge and agree that these Terms and Conditions will be regarded as having been agreed to in Nigeria and any breach of this agreement will be considered as having taken place within the Jurisdiction of the Federal Republic of Nigeria.

  1. FRAUD PREVENTION

10.1.    You consent to us carrying out identity and fraud prevention checks and sharing information relating to the mCASH services with the Nigerian Police or any fraud prevention, law enforcement or security agency.

10.2     You consent to us providing details to the Nigerian Police or any fraud prevention, law enforcement or security agency, of any conduct on your account that gives reasonable cause to suspect that the mCASH service or platform is being used for improper purposes.

10.3     You understand and agree that the record of this suspicion will then be available to other members of the Nigerian Police or any fraud prevention, law enforcement or security agency.

  1. TERMINATION BY YOU

You may terminate this agreement by giving notice to your bank or the third party who enrolled you or signed you up for the mCASH service.

  1. CUSTOMER’S WARRANTIES

Customer represents and warrants that at all times during the term of these Terms and Conditions:

12.1     all representations and statements made by you to your bank or third party who enrolled you or signed you up for the mCASH service is true and correct in all respects, or in any other document relating hereto by you or on your behalf, are true, accurate and complete in all material respects

12.2     Customer is engaged in a lawful business and has all necessary rights and authorizations to sell and distribute its products and/or services;

12.3     Customer will comply, at Customer’s own expense, with all laws, policies, guidelines, regulations, ordinances or rules applicable to Customer, these Terms and Conditions, End User data or the mCASH Platform or services, including, without limitation: (a) the Payment Network Rules; (b) the Payment Card Industry Data Security Standard(c) any regulatory body or agency having jurisdiction over the subject matter hereof; and (d) the Services Documentation

  1. ID AND PASSWORD

13.1     Customer must select an ID and password to enable Customer to access Customer’s payment gateway account and use mCASH Services. Customer will restrict access to such ID, password, and account to Customer’s employees and agents as may be reasonably necessary consistent with the purposes of these Terms and Conditions and will ensure that each such employee and agent accessing and using the account is aware of and otherwise complies with all applicable provisions of these Terms and Conditions regarding such use and access.

13.2     Customer is solely responsible for maintaining adequate security and control of any and all IDs, passwords, or any other codes for purposes of giving Customer access to the Transaction Services. NIBSS shall be entitled to rely on information it receives from Customer where such information contain with valid IDs and passwords/PINs and may assume that all such information was transmitted by or on behalf of Customer.

13.3     Customer shall comply with all NIBSS and Customer’s bank recommendations and notices regarding the security of Customer’s ID, password and payment gateway account(s).

  1. DATA COLLECTION, PRIVACY AND SECURITY.

14.1    Customer is solely responsible for the security of data residing on servers owned or operated by Customer, or a third party designated by Customer.

14.2     Customer shall comply with all applicable laws, policies and regulations governing the security, privacy, collection, retention and use by Customer of End User data, including, without limitation, financial information, card account numbers, and all other personally identifiable End User information.

14.3     Customer agrees that Customer will comply with all NIBSS and Customer’s bank security protocols.

14.4     Customer is solely responsible for verifying the accuracy and completeness of all transactions submitted on and processed by mCASH platform or service associated with Customer’s account and verifying that all corresponding funds are accurately processed.

14.5     Customer acknowledges and agrees that NIBSS shall not be liable for any improperly processed or unauthorized transactions or illegal or fraudulent access to Customer’s account.

  1. INTELLECTUAL PROPERTY

15.1      Customer agrees that NIBSS owns and retains all right, title and interest in and to the NIBSS Trademarks, mCASH Services, copyrights and any related technology utilised under or in connection with the mCASH services, including but not limited to all intellectual property rights associated therewith.

15.2     No title to or ownership of any of the foregoing is granted or otherwise transferred to Customer or any other entity or person under these Terms and Conditions. Customer will not reverse engineer, disassemble, decompile or otherwise attempt to discover the source code or trade secrets for any of the mCASH Services or related technology.

  1. LIMITATIONS.

16.1      Under no circumstances will NIBSS or any of its parents, affiliates or vendors (or any officers, directors, employees or agents of the parties, or its parents, affiliates or vendors) be liable for any indirect, incidental, consequential, special or exemplary damage or loss suffered or incurred by Customer, regardless of the form of action, or any loss of revenue, profits or business, anticipated savings, loss of goodwill or reputation, costs of delay, lost or damaged data, or the incurring of liability for loss or damage of any nature whatsoever suffered by third parties, all whether in contract, strict liability or tort (including negligence), regardless of whether it has been advised of the possibility of such damages.

16.2     The mCASH services are provided on an “as is,” “as available” basis without any representations or warranties. NIBSS does not represent or warrant that the mCASH services will be uninterrupted, timely, secure, accurate, complete, or entirely error-free.

16.3     Customer may not rely upon any representation or warranty regarding the transaction services by any third party in contravention of the foregoing statements.

16.4     Customer understands and agrees that NIBSS shall bear no risk with respect to customer’s sale of products or services.

  1. FORCE MAJEURE

            NIBSS will not be liable for any losses arising out of the delay or interruption of its performance of obligations under the mCASH services and under these Terms and Conditions due to any acts of God, acts of civil or military authorities, civil disturbances, wars, strikes or other labor disputes, fires, transportation contingencies, interruptions in telecommunications, utility, internet services or network provider services, acts or omissions of a third party, infiltration or disruption of the mCASH services by a third party by any means, including without limitation, Distributed Denial of Services Attack (DDoS), software viruses, Trojan horses, worms, time bombs or any other software program or technology designed to disrupt or delay the mCASH Services, or other catastrophes or any other occurrences which are beyond NIBSS’ reasonable control (each a “Force Majeure Event”), provided that NIBSS will use commercially reasonable efforts to minimize any delays or interruptions resulting from the Force Majeure Event

  1. WAIVER

The failure of NIBSS to insist on or enforce strict performance of any provision of these Terms and Conditions or to exercise any right or remedy under these Terms and Conditions or applicable law will not be construed as a waiver or relinquishment to any extent of the right to assert or rely upon any such provision, right or remedy in that or any other instance; rather, the same will be and remain in full force and effect.

  1. AMENDMENTS:

NIBSS reserves the right to amend these Terms and Conditions at any time and do a publication and/or a written or electronic notice to Customer not less than ten (7) days prior to the effective date of such amendment. Where any Customer does not agree to such amendments, such Customer’s sole remedy is to immediately terminate its enrolment to the mCASH service or platform upon written notice to its bank or third party who enrolled it or signed it up for the mCASH services.

  1. COMPLIANCE

20.1     In connection with the exercise of Customer’s rights and obligations under these Terms and Conditions (including, without limitation, any related to individual privacy), Customer will comply, at Customer’s own expense, with all laws, policies, guidelines, regulations, ordinances, rules applicable to Customer, these Terms and Conditions, End User data or transactions conducted on the mCASH platform or services and/or orders of any governmental authority or regulatory body having jurisdiction over the subject matter hereof.

20.2     Customer shall not use the mCASH Services in any manner, or in furtherance of any activity that may cause NIBSS to be subject to investigation, prosecution, or legal action.

  1. Governing Law and Dispute Resolution

21.1     These Terms and Conditions shall be governed and construed in accordance with the laws of the Federal Republic of Nigeria.

21.2     NIBSS shall do all within its power to settle amicably any difference of disputes concerning the interpretation or performance of these Terms and Conditions in accordance with the mCASH Operational Guidelines or, failing such amicable settlement; same shall be settled by an arbitral panel of three arbitrators established in accordance with the Arbitration and Conciliation Act, Cap A 19, LFN 2004.

21.3     The place of Arbitration shall be Lagos. The arbitration shall be conducted in the English language. Relevant documents in other languages shall be translated into English if the arbitrators so direct.

21.4     A Party shall not be entitled to suspend the performance of its obligations under these Terms and Conditions because an arbitral proceeding has been initiated.

21.5     Without prejudice to the right of NIBSS or Customer to seek interim preservative orders from a court of competent jurisdiction, the decision of the arbitrators shall be final and binding on the Parties.

21.6     The process by which any proceedings are begun in Nigeria or elsewhere may be served on any Customer by being delivered to the address supplied by Customer to its bank or third party who enrolled or signed Customer up for the mCASH services or platform.

  1. GENERAL

22.1     We reserve the right to, at any time, amend these Terms and Conditions by notice and any such amendment will be deemed not constituting a violation of these Terms and Conditions.

22.2     We will not be responsible to you for any indirect consequential or special damages arising from any act or omission by you or any third party for whom you are responsible for and whether arising in contract, statute or tort.

22.3     You are responsible for your connection to the internet and all costs associated with that same connection.

22.4     These Terms and Conditions shall be in addition to and not in derogation from the regulations, circulars, orders, notifications, instructions issued by Central Bank of Nigeria (CBN) from time to time, including any Mobile Banking Regulations (hereinafter collectively referred to as the “Regulations”).

22.5     We may retain the details of transactions or payments you make via mCASH platform or services after the transaction is completed. This information will only be made available to third parties if required by law.

22.6     You agree that your Unique Information, including your personal information, and your transactions on the mCASH platform or services may be recorded and stored for record keeping purposes for up to seven (7) years from date of closure of account; or any other length of time as required by law.

22.7     Words and phrases with initial letters capitalized and not otherwise defined herein shall have the meaning set forth in Section 23.

  1. DEFINITIONS

“Accountholder” means any legal entity or natural person to who has account in a financial Institution;

“Bank Account” means a transaction account maintained by an individual in a licensed financial institution  profiled for mCASH services and can be  used as means of payment for goods and services;

“Customer” means Payer or Seller as defined under these Terms and Conditions or other end users of the mCASH services or platform

“Payer” means the individual or entity signed up for the mCASH services and legally responsible for charges made on a specific Bank Account in respect to transactions conducted on the mCASH platform or services.

“Payer Bank”     means the bank that maintains the Payer’s Bank Account and will pay out to the Seller when the Payer makes a purchase from the Bank Account with the NIBSS mCASH services;

“Seller”  any one (individual or any owner of an outlet providing goods and/or services for sale)  enrolled on the mCASH platform or services and assigned an mCash seller code

“Seller Bank” means the Bank that has enrolled the Seller to the NIBSS mCASH services with whom the Seller maintains a Bank Account;

“Seller Code” means a number/code provided by NIBSS to identify the Seller in a Transaction;

“Transaction” means any action between a Payer and a Seller that results in activity on the Payer’s Bank Account, such as a purchase, refund, or reversal and settlement;

“Unique Information” means each Account Holder’s identification details such as name, Seller Code, and other connectivity protocols.