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EARLYBEAN TERMS OF SERVICE AGREEMENT

THIS TERMS OF SERVICE AGREEMENT (“TERMS OF SERVICE” OR “AGREEMENT”) IS A CONTRACT BETWEEN YOU (THE USER) AND EARLYBEAN COMPANY AND ITS AFFILIATES (WE). BY SIGNING UP FOR THE EARLYBEAN APPLICATION (THE “SERVICE”) YOU ARE AGREEING TO BE BOUND BY THE TERMS OF SERVICE, WHICH, TOGETHER WITH ANY DOCUMENTS INCORPORATED BY REFERENCE, WILL GOVERN YOUR ACCESS TO AND USE OF OUR SERVICE REGARDLESS OF YOUR MEANS OF ACCESS AND USE OF THE SERVICE.

THESE TERMS OF SERVICE APPLY TO ALL TRANSACTIONS ACCESSING OR USING THE EARLYBEAN SERVICES. ANY CUSTOMER THAT SEEKS TO SEND OR RECEIVE FUNDS WHOLLY DOMESTICALLY IN NIGERIA , OR SEND OR RECEIVE FUNDS TO OR FROM ANOTHER COUNTRY SUCH AS GHANA, KENYA, UAE, SHOULD CAREFULLY READ AND ADHERE TO THESE TERMS OF SERVICE

EARLYBEAN RESERVES THE RIGHT TO UPDATE AND CHANGE THESE TERMS OF SERVICE FROM TIME TO TIME BY POSTING UPDATES AND CHANGES TO THE SERVICE AND BY SENDING YOU AN EMAIL ADVISING YOU OF THE UPDATES AND CHANGES. ALL CHANGES ARE EFFECTIVE IMMEDIATELY UPDATED AND APPLY TO ALL ACCESS TO AND USE OF OUR SERVICE. YOUR CONTINUED USE OF OUR SERVICE FOLLOWING THE POSTING OF REVISED TERMS OF SERVICE MEANS YOU ACCEPT AND AGREE TO THE CHANGES.

  1. 1. Terms we use in this Agreement

    1. (a) “Customer” means an entity/person that has an Account with the Service.
    2. (b) “Earlybean Account” or “Account” means a savings account accessible through the Service where you can access your profile information, fund your account, view your Account balance, transaction history, send invoices and initiate payments.
    3. (c) “Payee” means an entity whose bank account is to be credited with the invoiced amount.
    4. (d) “Payor” means an entity whose bank account is to be debited with the invoiced amount.
    5. (e) “Verified Bank Account” means that we have taken reasonable steps to confirm that you have legal control of the bank account you use to initiate or receive payments into and out of your Earlybean Account.

  2. 2. Use of Electronic Communications

    1. (a) You agree and consent to receive electronically all communications, agreements, documents, notices and disclosures (collectively, "Communications") that we provide in connection with your Account and your use of the Service. Communications may include:
    2. (i) agreements and policies, you agree to (e.g., this Terms of Service, the Earlybean privacy policy and any user or customer agreement you sign before accessing and using this Service), including updates to these agreements or policies;
    3. (ii) Transaction confirmations, receipts, account statement and history; and
    4. (iii) Other notices are required to communicate to you from time to time.
    5. (b) We will provide you with these Communications by posting them on the Earlybean website and/or by emailing them to you at the primary email address listed in your Earlybean profile. A Communication will be considered to have been received by you twenty-four (24) hours after it is posted on the Earlybean website or emailed to you.

  3. 3. The Service

    We will provide you with these Communications by posting them on the Earlybean website and/or by emailing them to you at the primary email address listed in your Earlybean profile. A Communication will be considered to have been received by you twenty-four (24) hours after it is posted on the Earlybean website or emailed to you.

    1. (a) Earlybean provides a software platform (the “Service”) that allows Eligible kids/Teens to: set up Accounts; earn, save, invest and budget within the Service under parental guidance.
    2. (b) You may enable the liquidity setting feature of the Service. This feature allows Customers to establish rules for Account management.
    3. (c) All payments are denominated in the Nigerian Naira, or, when requested or required, another national currency.
    4. (d) The Service is restricted to kids/teens in good standing.

  4. 4. Fees

    You agree that we can charge fees for your use of the Service. A fee may be charged to both Payer and Payee for each transaction according to the applicable fee schedule.

    If Earlybean is required by applicable law to remit an amount for or on account of any taxes in respect of any services provided under these Terms of Service and has not collected such tax from you for remittance to the relevant tax authority, then you will pay Earlybean the amount of such tax (including any related amount for interest and penalties) within ten (10) days of Earlybean‘s written request.

  5. 5. Eligibility

    The Service is currently offered only to children & teenagers in Nigeria whose parents/guardians hold verifiable bank accounts with Nigerian Licensed Financial Institutions. Earlybean reserves the right to limit the availability of the Service at any time, to any person or geographic area. By using this Service, you represent that you meet these requirements and that you agree to be bound by these Terms of Service. To be very clear, if a Customer does not meet all of these requirements, the Customer must not access and use the Service.

  6. 6. Earlybean Account Opening:

    1. (a) You must be the parent /guardian of a kid /teen in the jurisdiction where you reside or from which you use this Service.
    2. (b) To access and use the Services, you must register for an Account by providing the kid/teen’s legal name, current address, phone number, a valid email address, and any other information indicated as required. We may also ask for ownership information. We may reject your application for an account or cancel an existing account, for any reason, at our sole discretion.
    3. (c) You acknowledge that we will use the email address you provide us as the primary method to communicate with you. It is your responsibility to keep your email address up to date.
    4. (e) You can update your primary email address or street address by contacting the Earlybean helpdesk at [email protected] and asking for their assistance. You are responsible for adding Earlybean to your email address book so that you will be able to receive the Communications we send to you.
    5. (f) You are responsible for maintaining adequate security and control of any devices and all IDs, passwords, personal identification numbers (PINs), or any other codes that you use to access your Account and the Service (“Access Credentials”). You are solely responsible for any and all activity that occurs under your Account, including any activity that occurs as a result of sharing your IDs (you should never share your user credentials), your Access Credentials with unauthorised individuals or failing to keep them confidential or secure. You are responsible for keeping your bank account, phone number, mailing address, email address and other contact information up-to-date in your Earlybean account profile.
    6. (g) Customers are also responsible for providing Earlybean with accurate remittance instructions and/or information. If a transaction fails because a Customer has not provided Earlybean with accurate information, Earlybean, its officers, directors, employees, contractors, and its service providers will not be responsible for the failed transaction and any consequential damages arising therefrom.
    7. (h) A breach or violation of any term in the Terms of Service, as determined in the sole discretion of Earlybean, will result in an immediate termination of your services.
    8. (i) The kid/teen signing up for the Service will be the contracting party (“Account Owner”) (even though same is managed by a parent/guardian) for the purposes of our Terms of Service and will be the person signing on behalf of the Business and who is authorised to use any corresponding account we may provide to the Account Owner in connection with the Service.
    9. (j) For avoidance of doubt, if you are signing up for the Service on behalf of your kid/teen, you will be the Account Owner. If you are signing up for the Service on behalf of your kid/teen, then you represent and warrant that to be bound by the Terms of Service.

  7. 7. Protective Actions

    Under certain circumstances, we may take Account-level or transaction-level actions. These actions may include limitations, holds or reserves. You acknowledge that we have the sole discretion to take these and other actions. Unless otherwise noted, if we take any of the actions described below, we will provide you with notice of our actions. To request information in connection with an account limitation, hold or reserve, follow the instructions in the email notice you receive.

    Our decision about holds, limitations and reserves may be based on confidential criteria that are essential to our management of risk and regulatory compliance and the protection of Earlybean, you and the Service. We may use proprietary fraud and risk modelling when assessing the risk associated with your Account. In addition, we may be restricted by regulation or a governmental authority from disclosing certain information to you about such decisions. We have no obligation to disclose the details of our risk management or security procedures to you.

    1. (a) Holds

      (i) Holds put in place because of a risk assessment will generally remain in place for up to fifteen (15) business days from the date the payment was deposited in your Account. We may release the hold earlier, but any earlier release is at our sole discretion. The hold may last longer than fifteen (15) business days if the payment is challenged as a payment that should be invalidated and reversed based on a disputed transaction. In this case, we may hold the payment in your Earlybean account until the matter is resolved.

      (b) Limitations

      Limitations prevent you from completing certain actions with the Service, such as withdrawing, sending or receiving money. These limitations are implemented to help protect the Earlybean ecosystem, when we notice activities that are not permitted or activity that appears to us as unusual or suspicious. Limitations also help us collect information necessary for keeping your Service open.

      We may limit your participation in the Service for a number of reasons, including:

    2. (e) You can update your primary email address or street address by contacting the Earlybean helpdesk at [email protected] and asking for their assistance. You are responsible for adding Earlybean to your email address book so that you will be able to receive the Communications we send to you.
    3. (i) If we suspect someone could be using your Account without your knowledge;
    4. (ii) Compliance with regulatory requirements;
    5. (iii) Compliance with any of Earlybean or a financial institution partner’s policies, e. g, policies of Central Bank of Nigeria
    6. (iv) If we reasonably believe you have violated these Terms of Service; or
    7. (v) If there is any activity we deem to be unusual on your Account.

      8. To remove the limitation and restore your Account, you will need to resolve any issues with the account, often by providing information to us, although there may be certain situations where there is no specific action that you can take to help remove the limitation.

  8. 10. Notification of Errors

    9. If you suspect any of the errors identified in any transaction contact Earlybean immediately at [email protected]. When contacting Earlybean for Errors, please provide your account name, nature of error, why you believe it to be an Error and the date and amount associated with Error.

  9. 11. General Provisions

    Unless otherwise agreed to in another Earlybean contract, this Terms of Service Agreement, will be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria. You agree to irrevocably submit to the exclusive jurisdiction of the courts of Nigeria, for the purpose of any suit, action or other proceeding arising out of this Agreement or your use of the Services and waive any and all objections relating to the exercise of jurisdiction over you by such courts.

  10. (b) No Waiver

    Our waiver of a breach of any provision of this Agreement will not constitute a waiver of any subsequent breach of that provision or a waiver of any breach of any other provision of this Agreement.

  11. (c) Indemnification

    (a) The Service and its entire content, features and functionality (including but not limited to all information, software, text, displays, images, and the design, selection and arrangement thereof) are owned by Earlybean and are protected by Nigerian and international copyright, trademark, patent, trade secrets and other intellectual property or proprietary rights laws.

    (b) If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Service in breach of these Terms of Service, your right to use the Service will cease immediately and you must, at

  12. 12. Intellectual Property Rights

    (a) The Service and its entire content, features and functionality (including but not limited to all information, software, text, displays, images, and the design, selection and arrangement thereof) are owned by Earlybean and are protected by Nigerian and international copyright, trademark, patent, trade secrets and other intellectual property or proprietary rights laws.

    (b) If you print, copy, modify, download or otherwise use or provide any other person with access to any part of the Service in breach of these Terms of Service, your right to use the Service will cease immediately and you must, at Earlybean’s option, return or destroy any copies of the materials you have made. No right, title or interest in or to the Service or any content of the Service is transferred to you, and all rights not expressly granted are reserved by Earlybean. Any use of the Service not expressly granted by these Terms of Service is a breach of these Terms of Service and may violate copyright, trademark and other laws.

  13. 13. Trademarks

    The Early Bean name, logo and related trademarks, trade names and service marks, and other trade indicia owned by the Company, are registered marks in Nigeria, and may not be used without Earlybean prior written consent.

  14. 14. Customer Contributions or “Feedback”

    Any suggestion a Customer makes or posts regarding the Service will be considered to be non-confidential and non-proprietary. By providing a suggestion on how to improve the Service, you grant Earlybean and our affiliates, agents, and service providers, and each of their and our respective licensees, successors and assigns the right to use, reproduce, modify perform, display distribute or otherwise disclose to third parties any such material for any purpose.

  15. 15. Prohibited Uses of the Service.

    You may use the Service only for lawful purposes and in accordance with these Terms of Service. Without limitation, you agree not to use the Service:

    1. i) In any way that violates any applicable Nigerian, or international law or regulation (including without limitation, any laws or regulations regarding money laundering and terrorist financing), or that advocates, promotes or assists any unlawful act;
    2. ii) For the purpose of exploiting, harming or attempting to harm or exploit minors in any way by exposing them to inappropriate content, asking them for personally identifiable information or otherwise;
    3. iii) Infringe any patent, trademark, trade secret, copyright, or other intellectual property or other rights of any other person;
    4. iv) Violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under applicable laws or regulations or that otherwise may be in conflict with these Terms of Service and our privacy policy
    5. v) To impersonate or attempt to impersonate Earlybean or an Earlybean employee, or another customer or any other person or entity (including without limitation, by using e-mail addresses or screen names associated with any of the foregoing), or otherwise participate in any activity likely to deceive any person; and
    6. vi) To engage in any other conduct that restricts or inhibits anyone’s use of enjoyment of the Service, or which, as solely determined by Earlybean, may harm the Company or the other Customers of the Service, or expose them to liability.

  16. 16. Additionally, and without limitation you agree not to:

    1. i) Use the Service in any manner that could disable, overburden, damage or impair the Service or interfere with any other party’s use of the Service, including their ability to engage in real time activities using the Service;
    2. ii) Use any device, software, or routine that interferes with the proper functioning of the Service;
    3. iii) Introduce any viruses, Trojan horses, worms, logic bombs, or other material which is malicious or technologically disruptive or harmful;
    4. iv) Attempt to gain unauthorised access to, interfere with, damage or disrupt any parts of the Service, the servers on which the Service resides, or any server, computer or database connected to the Service;
    5. v) Attack the Service via a denial-of-service attack or a distributed denial-of-service attack; and
    6. vi) Otherwise attempt to interfere with the proper working of the Service.

  17. 17. Content Standards

    You may not use the Service:

    1. i) To transmit any material that is defamatory, obscene, indecent, abusive, offensive, harassing, violent, hateful, inflammatory or otherwise objectionable;
    2. ii) To infringe any patent, trademark, trade secret, copyright or other intellectual property or other rights of any other person;
    3. iii) To violate the legal rights (including the rights of publicity and privacy) of others or contain any material that could give rise to any civil or criminal liability under the applicable laws and regulations or that otherwise may be in conflict with these Terms of Service and our privacy policy”
    4. iv) To impersonate any person, or misrepresent your identity or affiliation with any person or organisation;

  18. 18. Disclaimer and Limitation of Liability

  19. (a) You understand and agree that Earlybean, its affiliates, agents, financial institution partners, or their licensors, service providers, employees, agents, officers and directors will not be liable for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for loss of profits, revenue, or anticipated savings, goodwill, use, data or other intangible losses resulting from the use of or inability to use the Service such as emotional distress and pain and suffering, whether caused by Tort (including negligence), breach of contract or otherwise, even if foreseeable. For avoidance of doubt, the foregoing does not affect any liability which cannot be excluded or limited under applicable law.
  20. (b) In no event shall Earlybean be liable for lost funds or any special, incidental or consequential damages arising out of or in connection with our site, the Service or these Terms of Service (however arising, including negligence). Your use of the Service is at your sole risk. The Service is provided on an “as is” and “as available” basis without any warranty or condition, express, implied or statutory, including but not limited to any warranties of non-infringement and fitness for a particular purpose.
  21. (c) Earlybean does not warrant that the Service will be uninterrupted, timely, secure, or error-free.
  22. (d) Without limiting the foregoing, Earlybean has the right to fully cooperate with any law enforcement authorities or court orders requesting or directing Earlybean to disclose the identity or other information or anyone posting any materials on or through our Service or otherwise using our Service improperly or in a manner that initially appears to be improper. YOU THEREFORE WAIVE AND HOLD HARMLESS EARLYBEAN AND ITS AFFILIATES, AGENTS, LICENSEES AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTIONS TAKEN BY ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY SUCH PARTIES OR LAW ENFORCEMENT AUTHORITIES.
  23. 19. For easy reading and understanding, this Terms of Service Agreement has been drawn up in the English language.
  24. 20. By clicking “I agree” and submitting your information, you are affirming that you have read and consented to all of the provisions of this Terms of Service and Earlybean privacy policy.