1. DEFINITIONS
"Agent" means a person or entity who successfully subscribes to use our platform. The term Agent shall include the said Agent's personal representatives, successors in title and assigns as well as persons acting with the Agent's authority such as servants or employees.
"Cash" means the lawful currency of the Federal Republic of Nigeria.
"Charges" means the charges for the use of our platform as may be prescribed and published by Mikro Software Solutions Limited or TelecomPay Communication Limited, from time to time.
"Contract": means the terms and conditions contained herein and as may be amended in writing, from time to time by Mikro Software Solutions Limited or TelecomPay Communication Limited.
"Mikro", "PaySecure", "we", "us", "our", means Mikro Software Solutions Limited or TelecomPay Communication Limited and where applicable, its employees, officers and authorized agents.
"Wallet" means a digital account on our platform that, when funded, allows an Agent to make electronic transactions on behalf of members of the public.
"PIN" means your personal identification number being the password you choose to access and operate your Wallet and includes the one-time 4-digit PIN sent to you on registration for the purpose of activating your Wallet.
"Recipient" means member of the public or corporate entity to whom a fund transfer has been initiated through our platform and services.
"You" or "your" means the Agent who has registered to use our platform.
2. ACCESS TO MIKRO'S PLATFORM AND SERVICES
To access our platform or some of the resources it offers, you will be required to provide certain registration details or other information i.e. bank account or card details, information about location of your business, etc. You represent and warrant that all the information you provide will be correct, current and complete. If we believe that the information you provide is not current, incorrect, incomplete or misleading, we reserve the right to refuse you access to our platform or any of our services, and to terminate or suspend your access at any time, where such discovery is made.
3. PASSWORD SAFETY
You are responsible for safeguarding the password that you use to access our platform. We encourage you to use "strong" passwords (passwords that use a combination of upper and lowercase letters, numbers and symbols). We cannot and will not be liable for any loss or damage arising from your failure to comply with the above.
4. AGE LIMITATIONS
To use our platform or services, you must be, and represent and warrant that you are 18 years and over and of legal competence to enter into a binding agreement with us, and are not otherwise prohibited from using our platform and services in accordance with these terms and conditions or any relevant laws.
5. IDENTIFICATION
a. To use our platform and services, you must provide sufficient proof of identification (ID). The following items shall constitute sufficient proof of (ID): original national ID card, driver's license or international passport if you are a Nigerian national; and original alien certificate, diplomatic ID or passport if you are a foreign national.
b. Mikro Software Solutions Limited or TelecomPay Communication Limited may at its sole discretion, reject any attempt to our platform or our services if any of the requirements set out in 5a above are not met or if you fail to provide us with satisfactory proof of ID.
6. PRIVACY
Your use of our platform and services, signifies your continuing consent to our privacy policy (insert hyperlink to the privacy policy here), which governs our collection and use of personal information that you supply to us.
7. CHANGES TO OUR PLATFORM OR SERVICES
We may discontinue our platform and/or any of our services (temporarily or permanently). We also reserve the right to change any information, content or feature on our platform or services at any time with or without notice. We also retain the right to create limits on use of our platform or services at our sole discretion. Your use of our platform or services after such changes are implemented constitute your acknowledgement and acceptance of the changes. Please consult these terms of use regularly to acquit yourself with any changes that may apply. You can review the most current version of these Terms and Conditions by clicking on the "Terms of Use" link on our platform.
8. SERVICE DISPOSITION
Our platform permits registered Agents to make a profit while performing financial transactions on behalf of members of the public including without limitation, transfers, withdrawals, airtime purchase, paying cable and electricity bills, using Mikro/PaySecure Wallet. All transactions shall be denominated in Nigerian Naira and Kobo. Our platform may not recognize any other monetary value. You hereby agree to round off any transaction value to the nearest Nigerian currency. Subject to the prescribed transaction limits and the provisions of these Terms and Conditions, the balance of your Mikro/PaySecure Wallet is redeemable at any time and shall be disposed of only in accordance with your instructions given on our platform. Mikro Software Solutions Limited or TelecomPay Communication Limited may in its absolute discretion, restrict or limit the number of Mikro/PaySecure Wallets that Agents may operate at any one time.
9. Mikro/PaySecure Wallet USAGE
After your Mikro/PaySecure Wallet has been opened and activated, you will be able to initiate the following Transactions:
Fund your Mikro/PaySecure Wallet through a debit card;
Send money to personal or third party accounts from your Mikro/PaySecure Wallet(s);
Withdraw cash from your Mikro/PaySecure Wallet through participating ATM networks;
Purchase Prepaid Airtime;
Pay utility bills or make one-off or periodic payments or remittances to participating utility providers, financial institutions charity organisations, etc.;
Manage your Mikro/PaySecure Wallet (e.g. balance enquiries, change PIN, etc.);
Any other transactions as may be introduced by Mikro from time to time.
No interest will be paid on any funds held in your Mikro/PaySecure Wallet. Mikro Software Solutions Limited or TelecomPay Communication Limited does not warrant that all functionalities and or transactions on our platform shall be available at all times. Mikro may withdraw any functionality and or transaction or the entire platform as a direct result of new or amended legislation, statutory instrument, government regulations or policy or any other compelling reason. Mikro Software Solutions Limited or TelecomPay Communication Limited may provide additional functionalities and or transactions on our platform following integration with platforms of financial institutions and other entities providing you with specified services. Such functionalities may give you limited access to platforms of the financial institutions or other entities. By using such functionalities to gain access to other platforms, you hereby agree to indemnify Mikro Software Solutions Limited or TelecomPay Communication Limited against, and hold Mikro harmless from any losses arising from your access to such external platforms. In the event of any review of our business planning, technical, public interest or operational reasons, changes within the industry, recommendations from regulatory bodies or similar events, Mikro Software Solutions Limited or TelecomPay Communication Limited may vary these terms and conditions or policies affecting usage and shall notify you of such changes through appropriate means. Your continued use of our platform shall be deemed to be your acceptance of all such varied terms and conditions.
10. TRANSFER OF FUNDS
Transaction limits and charges as prescribed by Mikro Software Solutions Limited or TelecomPay Communication Limited shall apply each time you send money, pay bills or use other functionalities that effect the transfer of funds from your Mikro/PaySecure Wallet. Your transaction request will not be completed:
a. The funds in your Mikro/PaySecure Wallet are not sufficient to complete the transaction and or to cover the charges for the transaction;
b. If you have reached the maximum Mikro/PaySecure Wallet balance limit prescribed by our platform;
c. If you have reached the daily limit prescribed by our platform;
d. If your Mikro/PaySecure Wallet has been temporarily suspended or permanently frozen on valid grounds;
e. If there is any other compelling reasons such as temporary system delay or outage.
f. Where the funds in your Mikro/PaySecure Wallet are insufficient to conduct your transaction (including covering the transaction cost) request in full, the transaction will not be completed and no funds will be debited from your Mikro/PaySecure Wallet.
g. Where our platform is unable to complete a transaction the Agent will be notified by way of a pop-up message on the Agents device or terminal.
h. Where a transaction fails but an Agent's Mikro/PaySecure Wallet is debited, the Agent shall inform the Mikro customer support of this occurrence. Upon receipt of this report Mikro Software Solutions Limited or TelecomPay Communication Limited shall conduct an investigation and effect a refund to the Agent's Mikro/PaySecure Wallet only where the failed transaction was occasioned by a glitch or technical failure of of the platform.
i. Once successfully completed, a transaction once completed is final and irrevocable. As such, Mikro Software Solutions Limited or TelecomPay Communication Limited shall not be under any compulsion to reverse any transaction.
j. Notwithstanding the import of clause 10i above, Mikro reserves the right, at its sole discretion, to cancel or reverse a transaction if reasonable grounds such as manifest error or fraud are shown. PROVIDED THAT the Recipient has not redeemed the funds covered by the transaction and the reversal claim is made within one (1) month of the erroneous transaction date.
k. Mikro shall not be compelled to refund or compensate the sender if the funds are sent to a recipient mistakenly, in error or fraudulently or under duress and you hereby agree to hold Mikro harmless for any losses arising from a mistaken, erroneous or fraudulent transfer of funds or any transfer of funds from your Mikro/PaySecure Wallet effected under duress or under coercion or criminal force.
11. Mikro/PaySecure Wallet OPENING AND MAINTENANCE
You are responsible for ensuring that your registration details are maintained and updated. Mikro Software Solutions Limited or TelecomPay Communication Limited reserves the right to request for further information pertaining to your Mikro/PaySecure Wallet at any time. Failure to provide the required information may result in limitation on usage of our platform, suspension or termination of your access to the Mikro/PaySecure Wallet.
12. STATEMENTS
You may generate, from our platform, an official statement containing the details of the transactions conducted on your Mikro/PaySecure Wallet for a specified period and for which you may be charged a fee. Such official statement shall be conclusive evidence of the transactions conducted on your Mikro/PaySecure Wallet during the period covered in the statement.
For the avoidance of doubt, Mikro shall not be obliged to adduce evidence in any civil or criminal court in relation to the contents of the statement pursuant to clause above.
13.SECURITY
a. Access to our platform and services is PIN protected. You hereby agree to guard your PIN and not to disclose it to any third-party including staff of Mikro or any person purporting to have authority to request for it.
b. You acknowledge that you shall be solely responsible for the security of your PIN. Mikro Software Solutions Limited or TelecomPay Communication Limited shall not be liable for any disclosure of your PIN to any third party and you hereby agree to hold Mikro harmless from any losses that may result from any PIN disclosure.
c. You are responsible for all instructions given to Mikro Software Solutions Limited or TelecomPay Communication Limited in relation to your Mikro/PaySecure Wallet.
d. Mikro Software Solutions Limited or TelecomPay Communication Limited shall deem each correct PIN entry as being performed by the legitimate owner of the Mikro/PaySecure Wallet and shall regard all subsequent transactions as validly performed by you.
e. You are prohibited from using any services or facilities provided in connection with our platform and services to compromise security or tamper with our platform and services including but not limited to Mikro/PaySecure Wallets. The use of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Mikro Software Solutions Limited or TelecomPay Communication Limited reserves the right to release your details to system administrators in order to assist them in resolving security incidents.
f. Mikro reserves the right to investigate suspected violations of these terms and conditions.
14. FEES AND VAT
a. You are responsible for the payment of all applicable fees. All charges applicable to the use of our platform and services are set forth in a separate fee schedule and as may be published from time to time by Mikro Software Solutions Limited or TelecomPay Communication Limited and are subject to change at any time at our sole discretion.
b. All fees are deducted at source and are subject to change at any time at our sole discretion.
c. Fees payable on each transaction will be deducted from your Mikro/PaySecure Wallet at the completion of each transaction. Your new balance on completion of the transaction shall be notified to you by SMS.
Except as may otherwise be notified, fees are inclusive of all applicable taxes including Value Added Tax at the prevailing rate.
15. CONSENT TO ELECTRONIC NOTICES
You agree that we may provide to you notices and other information concerning us or our platform and services electronically, including notice to any email address that you may provide.
16. SUSPENSION, TERMINATION AND FREEZING
a. Mikro Software Solutions Limited or TelecomPay Communication Limited reserves the right at our sole discretion to suspend or terminate the agreement if you use our platform and services for unauthorized purposes.
b. You acknowledge that we may be compelled by law to suspend and/or freeze your Mikro/PaySecure Wallet or decline to execute your transaction requests if there are reasonable grounds to suspect that a Mikro/PaySecure Wallet has been, is being, may be used to receive or send funds in connection with any criminal or fraudulent activity.
c. We may, at our discretion, close your Mikro/PaySecure Wallet at any time for any reason upon giving one (1) weeks' notice to you and making reasonable attempts to reach you. In such circumstances, you shall be entitled to the balance of any funds remaining in your Mikro/PaySecure Wallet.
d. We may send notices to you at any postal address provided by you or electronically by SMS to your mobile telephone number with which you registered on our platform.
e. This agreement terminates automatically upon the death of the Agent who has signed up to use our platform and services.
17. INVESTIGATION
Mikro may investigate any suspicious activity on our platform and services and, depending on the outcome of such investigation, may escalate the suspicious activity to the relevant law enforcement authority.
18. DISCLAIMER AND WARRANTIES
a. The content of our platform is provided "as is" and without warranties of any kind, either expressed or implied. We disclaim all warranties, including any implied warranties of merchantability, fitness for a particular purpose, title, or non-infringement. We do not warrant that the functions or content contained in this app will be uninterrupted or error-free, that defects will be corrected, or that this site or the server that makes it available is free of viruses or other harmful components.
We do not warrant or make any representation regarding use, or the result of use of the content in terms of accuracy, reliability, or otherwise including the continuous, uninterrupted or secure access to our platform and services, which may be affected by factors outside Mikro Software Solutions Limited or TelecomPay Communication Limited's control or may be subject to periodic testing, repair, maintenance or upgrades. The content may include technical errors and the company may make changes, or improvements at any time.
You, and not us, assume the entire cost of all necessary servicing repair or correction in the event of any loss or damage arising from the use of this app or it's content. We make no warranties that your use of the content will not infringe the rights or others and assume no liability or responsibility for errors or omissions in such content.
b. The relationship of Mikro Software Solutions Limited or TelecomPay Communication Limited and the User/Agent established by this Agreement is that of independent contractors, and nothing contained in this Agreement shall be construed to:
i give either party the power to direct and control the day-to-day activities of the other,
ii. constitute the parties as partners, joint ventures, co-owners or otherwise as participants in a joint or common undertaking, or
iii. allow either party to create or assume any obligation on behalf of the other party for any purpose whatsoever.
c. You understand that we cannot and do not guarantee or warrant that our platform or content made available thereon will be free of any viruses, worms, trojans horses, or other codes that many manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this site for this reconstruction of any lost data. We do not assume any responsibility or risk for your use of the internet.
d. The content, features and functionalities on our platform and services are not necessarily complete and up to date and should not be used to replace any written reports, statement, or notices provided by us.
19.LIMITATION OF LIABILITY
a. Mikro Software Solutions Limited or TelecomPay Communication Limited will not be responsible for any claims whatsoever arising from your use of our platform and services.
b. Mikro specifically disclaims all liability for any damages or losses, including, without limitation, direct, indirect, consequential, special, incidental or punitive damages deemed or alleged to have resulted from or caused by but not limited to:
i. Transactions made to unintended recipients or payments made in incorrect amounts due to the input of incorrect information by you.
ii. Transactions made from your Mikro/PaySecure Wallet by an unauthorized third party who passes all identity and verification checks.
iii. Any fraud, deception, or misrepresentations by you.
iv. Any damages resulting from a recipient’s decision not to accept a transaction made by you through our platform and services.
v. Failure of any other telecommunications or data transmission system other than our platform and services.
vi. Any result of any acts of government or authority, any act of God or force majeure.
c. You shall not assert claims for monetary or other damages arising from our platform and services, your use thereof, or its contents, facilities, or functionalities. We shall not, to the fullest extent permissible in law, be liable for any indirect, special, incidental, consequential, or exemplary damages whatsoever, including loss of revenue or income, pain and suffering, emotional distress, or similar damages, resulting from the use of our platform and services.
d. You understand and accept that, to the fullest possible extent permitted in law, we accept no responsibility for any loss, damage, or injury caused to you or your hardware or software.
20. INDEMNIFICATION
You hereby agree to indemnify and hold Mikro Software Solutions Limited or TelecomPay Communication Limited, our parent, subsidiaries, and affiliated companies, and their respective directors, officers, employees, and representatives, harmless from any and all claims, liabilities, litigations, costs, and expenses (including but not limited to attorney fees) that you or any third party assert, or may assert, based on or relating to your use, or use by any individual using your PIN, of our platform and services.
21. DISCLOSURE AND DATA RETENTION
a. You hereby expressly consent and authorize Mikro Software Solutions Limited or TelecomPay Communication Limited to disclose any transaction data or information pertaining to your Mikro/PaySecure Wallet to any law enforcement, investigative or regulatory authority including without limitation the Nigerian Police, Central Bank of Nigeria, Economic and Financial Crimes Commission, or any competent anti-money laundering authority for the purposes of any genuine enquiry or investigation.
b. Mikro may disclose transaction data or information to any third party to which you have separately authorized such disclosure, either in writing, electronically through our platform, or otherwise. Consent given to Mikro for third-party disclosure may be withdrawn at any time.
b. You acknowledge that where your Mikro/PaySecure Wallet is determined by a competent judicial authority as containing proceeds of any criminal or money laundering activities, Mikro may be required by law to surrender funds in your Mikro/PaySecure Wallet to any statutory fund created for the purpose of recovering the proceeds of crime.
c. You acknowledge that Mikro may retain your transaction data for a period of up to seven (7) years or as may be required by any law or regulation.
22. PROPRIETARY RIGHTS
a. Using our platform and services does not give you ownership of or any rights to any materials, functionalities, operations, and content on our platform and services, all of which are owned exclusively and reserved by us and protected by copyright and other intellectual property rights.
b.Trademarks, service marks, and logos appearing on our platform and services are the property of Mikro Software Solutions Limited or TelecomPay Communication Limited or the party that provided them to us.
i. Any party that provided trademarks, service marks, and logos to Mikro retains all rights with respect to any of their respective intellectual property appearing on our platform and services.
c. You acknowledge and will respect all such copyright and other intellectual property rights we own or may own in the look and feel of our platform and services and its contents. You further agree that you will not infringe our copyright by any method or manner now known or as may exist in the future.
23. RIGHTS OF THIRD PARTIES
These terms and conditions are between you and us, not any third party. These terms and conditions are not intended to confer any rights of any nature upon any party other than you and us and our legal associates.
24. FRAUD MITIGATION MEASURES
For the purposes of mitigating the incidence of fraudulent activities, you hereby consent to Mikro Software Solutions Limited or TelecomPay Communication Limited implementing the following measures:
a. Maintain a record sheet showing identification details, phone numbers, and addresses of clients for whom payments and bills are processed.
b. Ensure that all required K.Y.C. information requested at sign-up is accurately recorded, with clear pictures of the account owners. Non-compliance may result in the account being flagged as suspicious and placed on a fraud watchlist.
c. Agents are required to flag and report in writing any suspicious transaction they may be forced to process. Reports must include phone numbers and destination account numbers of suspected fraudsters.
d. Agents with more than three unreported/unflagged fraud issues in a month will be flagged as suspicious accounts with accompanying penalties.
25. MISCELLANEOUS
a. In using our platform and services, you agree to comply with all applicable laws and regulations.
b. Mikro may revise these Terms and Conditions at any time by updating this posting.
c. We reserve the right in our sole discretion to deny agents access to our platform and services without notice and to decline to provide services to any agent that is in breach of these terms.
d. We shall not be liable for any breach of these Terms and Conditions resulting from events beyond our reasonable control, including but not limited to strikes, fire, explosion, accident, breakdown of systems, or network access.
e.The enforceability of any provisions of these Terms shall not affect the enforceability of the rest of these terms.
f. This Agreement is not assignable or transferable by you.
gYou acknowledge that you are independent agents and Mikro Software Solutions Limited or TelecomPay Communication Limited shall not be liable for your acts or omissions.
h. These terms and conditions are governed by the laws of the Federal Republic of Nigeria.
i. Any and all disputes, claims or litigation arising from or related in any way to this Terms or any provisions herein will be resolved by mediation at the Lagos Multi Door Court House, Lagos State, Nigeria. Where such dispute persists, it shall then be resolved by Nigerian Courts in Lagos State. The parties hereby waive any objections against and expressly submit to the exclusive jurisdiction of the Nigerian Courts in Lagos State.
j. We reserve the right to terminate your use of our platform and services if you violate these Terms and Conditions.
If you have any queries or concerns, please contact us at: connect@mikro.africa or hi@paysecure.africa.
