TERMS OF SERVICE
By signing up for an account on this website (www.oneafricaapi.com), any of our websites and/or services, you are deemed a merchant and agree to these Merchant Terms of Service (the "Agreement").
PLEASE READ THESE MERCHANT TERMS OF SERVICE CAREFULLY BEFORE SIGNING UP AS A MERCHANT. If you do not agree to any or all of these Terms of Service, DO NOT USE THIS SITE!
OneAfricaAPI is an online payment platform that makes it easy for merchants/customers to accept and make payments online from customers using various payment options.
We are an independent contractor for all purposes, providing this website and our services on an independent service provider basis. We do not endorse, have control or assume the liability or legality for the products or services that are paid for with our service. We do not guarantee any user's identity and cannot ensure that a buyer or seller will complete a transaction.
These Merchant Terms of Service is an agreement between you and OneAfricaAPI. It details OneAfricaAPI's obligations to you. It also highlights certain risks on using the services and you must consider such risks carefully as you will be bound by the provision of this Agreement through your use of this website or any of our services.
To use OneAfricaAPI, you have to create a OneAfricaAPI account by registering. To register, you will provide us with certain information such as your email, first name, last name, business name and phone number and we may seek to verify your information, (by ourselves or through third parties), after which we will approve your account unless deemed risky. You give us permission to do all these.
In the event that you change any information provided to us at registration including your business name, address, financial institution, mode of payments or the products and services that you offer, or where a corporate restructuring occurs you agree to notify us within 14 days of such change. We may be unable to respond to you if you contact us from an address, telephone number or email account that is not registered with us
You represent and warrant to OneAfricaAPI that:
Our website and services are not directed to children under 18. We do not knowingly transact or provide any services to children under 18.
You agree not to allow anyone else to have or use your password details and to comply with all reasonable instructions we may issue regarding account access and security. In the event you share your password details, OneAfricaAPI will not be liable to you for losses or damages. You will also take all reasonable steps to protect the security of the personal electronic device through which you access OneAfricaAPI's services (including, without limitation, using PIN and/or password protected personally configured device functionality to access OneAfricaAPI's services and not sharing your device with other people).
You agree to comply with all applicable data privacy and security requirements under the Payment Card Industry Data Security Standard ("Association PCI DSS Requirements") with regards to your use, access, and storage of certain credit card non-public personal information. Additionally, you agree to comply with your obligations under any applicable law or regulation as may be in effect or as may be enacted, adopted or determined regarding the confidentiality, use, and disclosure of cardholder information. Information on the PCI DSS can be found on the PCI Council's website. It is your responsibility to comply with these standards
We acknowledge that you own all your customers' data. You hereby grant OneAfricaAPI a perpetual, irrevocable, sub-licensable, assignable, worldwide, royalty-free license to use, reproduce, electronically distribute, and display your customers' data for the following purposes:
We hereby grant you a revocable, non-exclusive, non-transferable license to use OneAfricaAPI's APIs, and other software applications (the "Software") in accordance with the documentation accompanying the Software. This license grant includes all updates, upgrades, new versions and replacement software for your use in connection with the OneAfricaAPI's services. If you do not comply with the documentation and any other requirements provided by OneAfricaAPI, then you will be liable for all resulting damages suffered by you, OneAfricaAPI and third parties. Unless otherwise provided by applicable law, you agree not to alter, reproduce, adapt, distribute, display, publish, reverse engineer, translate, disassemble, decompile or otherwise attempt to create any source code that is derived from the Software. Upon expiration or termination of this Agreement, you will immediately cease all use of any Software.
We hereby grant you a revocable, non-exclusive, non-transferable license to use OneAfricaAPI's trademarks used to identify our services (the "Trademarks") solely in conjunction with the use of our services. You agree that you will not at any time during or after this Agreement assert or claim any interest in or do anything that may adversely affect the validity of any Trademark or any other trademark, trade name or product designation belonging to or licensed to OneAfricaAPI (including, without limitation registering or attempting to register any Trademark or any such other trademark, trade name or product designation). Upon expiration or termination of this Agreement, you will immediately cease all display, advertising and use of all of the Trademarks.
We do not grant any right or license to any OneAfricaAPI intellectual property rights by implication, estoppel or otherwise other than those expressly mentioned in this Agreement.
Each party shall retain all intellectual property rights including all ownership rights, title, and interest in and to its own products and services, subject only to the rights and licenses specifically granted herein.
You hereby grant OneAfricaAPI permissions to use your name and logo in our marketing materials including, but not limited to use on our website, in customer listings, in interviews and in press releases. Such Publicity does not imply an endorsement for your products and services.
The parties acknowledge that in the performance of their duties under this Agreement, either party may communicate to the other (or its designees) certain confidential and proprietary information, including without limitation information concerning each party's services, know how, technology, techniques, or business or marketing plans (collectively, the "Confidential Information") all of which are confidential and proprietary to, and trade secrets of, the disclosing party. Confidential Information does not include information that: (i) is public knowledge at the time of disclosure by the disclosing party; (ii) becomes public knowledge or known to the receiving party after disclosure by the disclosing party other than by breach of the receiving party's obligations under this section or by breach of a third party's confidentiality obligations; (iii) was known by the receiving party prior to disclosure by the disclosing party other than by breach of a third party's confidentiality obligations; or (iv) is independently developed by the receiving party.
As a condition to the receipt of the Confidential Information from the disclosing party, the receiving party shall: (i) not disclose in any manner, directly or indirectly, to any third party any portion of the disclosing party's Confidential Information; (ii) not use the disclosing party's Confidential Information in any fashion except to perform its duties under this Agreement or with the disclosing party's express prior written consent; (iii) disclose the disclosing party's Confidential Information, in whole or in part, only to employees and agents who need to have access thereto for the receiving party's internal business purposes; (iv) take all necessary steps to ensure that its employees and agents are informed of and comply with the confidentiality restrictions contained in this Agreement; and (v) take all necessary precautions to protect the confidentiality of the Confidential Information received hereunder and exercise at least the same degree of care in safeguarding the Confidential Information as it would with its own confidential information, and in no event shall apply less than a reasonable standard of care to prevent disclosure.
You agree that, you are solely responsible for verifying the identities of your customers, ensuring that they are authorised to carry out the transactions on your platform, and determining their eligibility to purchase your products and services.
You are also required to maintain information and proof of service or product delivery to your customer. Where a dispute occurs needing resolution, you may be required to provide OneAfricaAPI with these.
Each card scheme has its own rules, regulations and guidelines. You are required to comply with all applicable Scheme Rules that are applicable to merchants. You can review portions of the Scheme Rules at MasterCard, Visa, Verve and other payment cards. The Card Schemes reserve the right to amend the Scheme Rules.
You may only process payments when authorised to do so by your customer. We will only process transactions that have been authorised by the applicable Card Scheme or card issuer.
We do not guarantee or assume any liability for transactions authorised and completed that are later reversed or charged back (see Chargebacks below). You are solely responsible for all reversed or charged back transactions, regardless of the reason for, or timing of, the reversal or chargeback. OneAfricaAPI may add or remove one or more payment types or schemes at any time. If we do so we will use reasonable efforts to give you prior notice of the removal.
You agree to pay us for the services we render as a payment gateway for your goods and services. The Fees on our Pricing page is integral to and forms part of this Agreement.
We reserve the right to revise our Fees. In the event that we revise our fees we will notify you within 5 days of such change.
Subject to the terms of this Agreement, OneAfricaAPI will send to your designated bank or card settlement account ("Bank Account") all amounts settled and due to you from your transactions, minus our fees as stated in the Fee Schedule, any Reversals, Invalidated Payments, Chargebacks, Refunds or other amounts that you owe to OneAfricaAPI under this Agreement ("Payout"). If the Payout is not sufficient to cover the amounts due, you agree that we may debit your Bank Account for the applicable amounts, and/or set-off the applicable amounts against future Payouts. Upon our request, you agree to provide us with all necessary bank account and related information and grant us permission to debit amounts due from your Bank Account.
After transfer of funds is initiated to your Bank Account, we will update information on your OneAfricaAPI Dashboard to reflect settlement. Information regarding your transactions that are processed and settled using OneAfricaAPI ("Transaction History") will be available to you when you login to your OneAfricaAPI Dashboard. While we will provide Transaction History in your OneAfricaAPI Dashboard, you are solely responsible for compiling and retaining permanent records of all transactions and other data associated with your OneAfricaAPI account as may be required for your business. OneAfricaAPI is not responsible for maintaining Transaction History or other records in a manner consistent with your record retention obligations.
Your Payout Schedule, which is the time it takes us to initiate a transfer to your Bank Account settled funds from card transactions processed through us is on your OneAfricaAPI Dashboard. We reserve the right to change your Payout Schedule, suspend payouts to your Bank Account or initiate a Reversal should we deem it necessary due to pending disputes, excessive or anticipated excessive Chargebacks or Refunds, or other suspicious activity associated with your use of OneAfricaAPI, or if required by law or court order.
You authorise and instruct OneAfricaAPI to hold, receive, and disburse funds on your behalf when such funds from your card transactions settle from the Card Schemes. By accepting this Agreement, you further authorise OneAfricaAPI on how your card transaction settlement funds should be disbursed to you as Payouts and the timing of such Payouts.
You agree that you are not entitled to any interest or other compensation associated with the settlement funds held by OneAfricaAPI pending settlement and Payout to your Bank Account.
Settlement funds will be held in a deposit account at OneAfricaAPI pending Payouts to you in accordance with the terms of this contract. We may periodically make available to you information about pending settlements yet to be received from the Card Schemes.
Your authorisations will remain valid and be of full effect until your OneAfricaAPI Account is closed or terminated.
OneAfricaAPI is responsible for protecting the security of Payment Data in our possession and will maintain commercially reasonable administrative, technical, and physical procedures to protect all the personal information regarding you and your customers that is stored in our servers from unauthorised access and accidental loss or modification. However, we cannot guarantee that unauthorised third parties will never be able to defeat those measures or use such personal information for improper purposes.
You agree to use other procedures and controls provided by us and other measures that are appropriate for your business to reduce the risk of fraud.
In the event that you suspect any fraudulent activity by a customer, you agree to notify OneAfricaAPI immediately and quit the delivery of the service. In addition, where we suspect that there have been frequent fraudulent transactions on your account, we reserve the right to cancel our service to you and/or your account.
You agree to notify us immediately any error is detected while reconciling transactions that have occurred using OneAfricaAPI. We will investigate and rectify the errors where verified. In the event that we notice any errors, we will also investigate and rectify such errors.
Where we owe you money as a result of such errors, we will refund the amounts owed to you by a bank transfer to your Bank Account.
If a transaction is erroneously processed through your platform, report to us immediately. We will investigate any such reports and attempt to rectify the errors by crediting or debiting your Bank Account as appropriate.
Failure to notify us within 45 (forty-five) days of the occurrence of an error will be deemed a waiver of your rights to amounts that are owed to you due to an error.
A Chargeback usually happens when a customer files directly with or disputes through his or her credit or debit card issuer a payment on their bill. It may result in the reversal of a transaction. You may be assessed Chargebacks for (i) customer disputes; (ii) unauthorised or improperly authorised transactions; (iii) transactions that do not comply with Card Scheme Rules or the terms of this Agreement or are allegedly unlawful or suspicious; or (iv) any reversals for any reason by the Card Scheme, our processor, or the acquiring or issuing banks. Where a Chargeback occurs, you are immediately liable for all claims, expenses, fines and liability we incur arising out of that Chargeback and agree that we may recover these amounts by debiting your Bank Account. Where these amounts are not recoverable through your Bank Account, you agree to pay all such amounts through any other means
In our sole discretion, we may place a Reserve on a portion of your Payouts by holding for a certain period such portion where we believe there is a high level of risk associated with your business. If we take such steps, we will provide you with the terms of the Reserve which may include the percentage of your Payouts to be held back, period of time and any other such restrictions that OneAfricaAPI may deem necessary. Where such terms are changed, we will notify you. You agree that you will remain liable for all obligations related to your transactions even after the release of any Reserve. In addition, we may require you to keep your Bank Account available for any open settlements, Chargebacks and other adjustments.
To secure your performance of this Agreement, you grant OneAfricaAPI a legal claim to the funds held in the Reserve as a lien or security interest for amounts payable by you.
You agree that you are solely responsible for accepting and processing returns of your products and services. We are under no obligation to process returns of your products and services, or to respond to your customers' inquiries about returns of your products and services. You agree to submit all Refunds for returns of your products and services that were paid for through OneAfricaAPI to your customers in accordance with this Agreement and relevant Card Scheme Rules.
You may terminate this Agreement by closing your OneAfricaAPI Account.
We may suspend your OneAfricaAPI Account and your access to OneAfricaAPI services and any funds, or terminate this Agreement, if;
You are independently responsible for complying with all applicable laws related to your use of our website and services. However, by accessing or using OneAfricaAPI, you agree to comply with the terms and conditions of our Acceptable Use Policy and are restricted from the activities specified in it which you can read on our Acceptable Use Policy page.
WE TRY TO KEEP ONEAFRICAAPI AVAILABLE AT ALL TIMES, BUG-FREE AND SAFE, HOWEVER, YOU USE IT AT YOUR OWN RISK.
OUR WEBSITE AND SERVICES ARE PROVIDED "AS IS" WITHOUT ANY EXPRESS, IMPLIED AND/OR STATUTORY WARRANTIES (INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED OR STATUTORY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR USE OR PURPOSE, TITLE, AND NON-INFRINGEMENT OF INTELLECTUAL PROPERTY RIGHTS). WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, ONEAFRICAAPI MAKES NO WARRANTY THAT OUR WEBSITE AND SERVICES WILL MEET YOUR REQUIREMENTS OR THAT OUR WEBSITE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU THROUGH OUR WEBSITE OR FROM ONEAFRICAAPI, ITS PARENTS, SUBSIDIARIES, OR OTHER AFFILIATED COMPANIES, OR ITS OR THEIR SUPPLIERS (OR THE RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS OF ANY SUCH ENTITIES) (COLLECTIVELY, "ONEAFRICAAPI PARTIES") SHALL CREATE ANY WARRANTY.
IN NO EVENT WILL ANY OF THE ONEAFRICAAPI PARTIES BE LIABLE FOR (A) ANY INDIRECT, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES OR (B) ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF REVENUES, LOST PROFITS, LOSS OF GOODWILL, LOSS OF USE, BUSINESS INTERRUPTION, OR OTHER INTANGIBLE LOSSES), ARISING OUT OF OR IN CONNECTION WITH ONEAFRICAAPI'S WEBSITE OR SERVICES (INCLUDING, WITHOUT LIMITATION, USE, INABILITY TO USE, OR THE RESULTS OF USE OF ONEAFRICAAPI'S WEBSITES OR SERVICES), WHETHER SUCH DAMAGES ARE BASED ON WARRANTY, CONTRACT, TORT, STATUTE, OR ANY OTHER LEGAL THEORY.
Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain damages. Accordingly, some of the above disclaimers and limitations of liability may not apply to you. To the extent that any OneAfricaAPI Party may not, as a matter of applicable law, disclaim any implied warranty or limit its liabilities, the scope and duration of such warranty and the extent of the OneAfricaAPI's Party's liability shall be the minimum permitted under such applicable law.
You agree to defend, indemnify, and hold OneAfricaAPI, its officers, directors, employees, agents, licensors, and suppliers, harmless from and against any claims, actions or demands, liabilities and settlements including without limitation, reasonable legal and accounting fees, resulting from, or alleged to result from, your violation of these Agreement.
We may need to update, modify or amend our Merchant Terms of Service as our technology evolves. We reserve the right to make changes to this Merchant Terms of Service at any time by giving notice to users on this page.
We advise that you check this page often, referring to the date of the last modification on the page If you have any objection to any of the changes to this Merchant Terms of Service, you must cease using our website and/or services immediately.
We shall make an effort to settle all disputes amicably. Any dispute arising out of this Agreement which cannot be settled, by mutual agreement/negotiation within 1 (one) month shall be referred to arbitration by a single arbitrator at the Lagos Multi-Door Courthouse ("LMDC") and governed by the Arbitration and Conciliation Act, Cap A10, Laws of the Federal Republic of Nigeria. The arbitrator shall be appointed by both of us (we and you), where both of us are unable to agree on the choice of an arbitrator, the choice of arbitration shall be referred to the LMDC. The findings of the arbitrator and subsequent award shall be binding on both of us. Each of us shall bear our respective costs in connection with the Arbitration. Venue for the arbitration shall be Lagos, Nigeria.