Definitions

Account - means a current or savings account or other account maintained with any licensed financial institution in Nigeria.

Affiliate - means any affiliate of a party that directly or indirectly, through one or more intermediaries, controls another party or is under common control with said party. As used in this definition, “control” (including, with its correlative meanings, “controlled by'' and “under common control with”) shall mean, with respect to any Party, the possession, directly or indirectly, of power to direct or cause the direction of management or policies (whether through ownership of securities or partnership or other ownership interests, by contract, or otherwise) of such person.

Applicable Law - means, with respect to a given person on a given date, any constitution, statute, law, rule, regulation, ordinance, judgment, order, decree of the Federal Republic of Nigeria, or any published directive, guideline, requirement or other governmental restriction that has the force of law, or any determination by, or interpretation of any of the foregoing by, any judicial authority, that is binding on such person whether in effect as of the date hereof or as of any date thereafter in the Federal Republic of Nigeria.

Authorised Representative - has the meaning given to it in clause 4 of these Terms and Conditions.

Card - means a payment instrument used to issue financial transactions including, but not limited to, Verve Card, Naira Mastercard, Visa Card, or any other payment instrument.

CBN - means the Central Bank of Nigeria.

CBN Circular - means the CBN circular titled “New Offer Letter Clause for Credit Facilities” referenced as BSD/DIR/GEN/LAB/12/054 and dated 26 August 2019.

Event of Default - means any failure to meet your financial obligations due to us, as and when due as we have independently determined and communicated to you, as a result of your use of the Migo service.

Lender - means an entity duly licensed under Applicable Law to provide loans and such other products or services who for the purposes of this Terms & Conditions is Support Microfinance Bank Limited.

Lending Services - means the provision of loans to you from the Lender.

Regulator - means the CBN or any other body appointed to regulate the Lender from time to time.

Transaction Requests - means an application to a Lender for the provision of Lending Services

Introduction

These terms and conditions constitute a binding legal agreement between you (i.e., the Merchant) (“you” or “your” as the context may require) and the Lender (the “Terms and Conditions”) and regulate your Transaction Requests and the provision of Lending Services by the Lender to you.

References to “you” or “your” are references to any person making a Transaction Request.

The Lender is licensed under Applicable Law to provide loans.

Acceptance of terms and conditions

By making a Transaction Request, you indicate that you unconditionally accept the terms of these Terms and Conditions, and you agree to abide by them.

You expressly acknowledge that you understand these Terms and Conditions.

If you do not agree with these Terms and Conditions, please do not make a Transaction Request.

Authorised representative

You expressly acknowledge and understand that the Lender authorises Mines.IO Nigeria Limitedand any of its Affiliates (the “Authorised Representative”) as its collection agent for the collection of all monies due from and payable by you in respect of the Lending Services.

The Authorised Representative is only acting as a collection agent and other than as stated expressly in these Terms and Conditions, shall not be construed as (i) a Lender; or (ii) as an entity providing Lending Services; or (iii) providing any other services to you.

For the avoidance of doubt, you hereby acknowledge that acceptance of these Terms and Conditions will not create privity of contract between you and the Authorised Representative.

You hereby acknowledge that the Authorised Representative will not be responsible for any claim of any kind (including any loss or damage) resulting from any Transaction Request made by you and the provision of Lending Services.

You acknowledge that the Authorised Representative will collect, use and disclose certain personal information about you. The Authorised Representative collects, uses, discloses and protects that information as described in its privacy policy, which you can find at [https://www.migo.ng/privacy-policy], and which is hereby incorporated into these Terms and Conditions.

Please read the privacy policy before making a Transaction Request.

Lending services

You expressly acknowledge that the submission of a Transaction Request is not an obligation on the Lender to provide the Lending Services. By the submission of a Transaction Request, you are making an offer to obtain a loan subject to successful conclusion of the Lender’s “know your customer” requirements.

In the event of an Event of Default as defined in Clause 10.1.1 a penal fee as well as the applicable interest shall be applied to any outstanding sum overdue and should you require that the outstanding be rolled over, a roll over fee shall be applied also.

The penal fee of 1% shall be applied after a 3 day grace period but calculation of the penal fee shall include the grace period.

In the event of an Event of Default as defined in Clause 10.1.1, a one-off restructuring fee of 0.5% shall be applied.

After 60days of default, the Authorised Representative shall commence collection procedures and will communicate with you on the loan.

Representations and warranties

By making a Transaction Request, you represent and warrant that:

• all registration information you submit will be true, accurate, current and complete;
• you will maintain the accuracy of such information and promptly update such registration information, as necessary; and
• you have the legal capacity under Applicable Law to make a Transaction Request.

If you provide any information that is untrue, inaccurate, outdated, or incomplete, the Lender has the right to withhold and/or refuse to provide Lending Services to you.

Your obligations

You shall pay to the Lender any principal loan sum, including any convenience, default fees, flat interest rate, and other amounts due on or before the due date as agreed between you and the Lender.

Duration of terms and conditions

Subject to any modification or alteration of these Terms and Conditions, these Terms and Conditions remain in effect until you fulfil all financial obligations due to the Lender.

The Lender may revise these Terms and Conditions from time to time. The revised version will be effective upon notification to you, unless otherwise noted. The Lender reserves the right to amend these Terms and Conditions at any time without notice, subject to Applicable Law.

By continuing to make Transaction Requests after any changes to the Terms and Conditions become effective, you agree to abide and be bound by those changes.

Authorisation to comply

You agree that the Lender is irrevocably authorised to comply with any Transaction Request made by you and it is agreed that such Transaction Request shall be irrevocably deemed to be your Transaction Request.

You will be deemed responsible and fully liable for any unauthorized Transaction Request, unless you notify the relevant Lender or the authorized representative, in writing, of imminent fraud by another person on your Account within [twenty-four (24) hours] of such fraud

Event of default

In the event of an Event of Default, the Lender reserves the right to instruct the Authorized Representative to take all necessary steps to collect the outstanding loan amount and any other fees.

Credit risk management

You hereby authorize the Lender, in the Event of a Default, to:

• obtain and retain on the CBN's credit management system (or any replacement thereof) all information relating to your tax identification number and/or bank verification number solely for the purpose of the loan transaction;
• report any default by you to the CBN through the CBN's Credit Risk Management System (“CRMS”) or by any other means, and such reporting to the CRMS shall only be limited to the amount that was due and payable which you defaulted in paying (“Delinquent Indebtedness”); and
• request the CBN to exercise its regulatory power to direct all Nigerian banks and other financial institutions under its regulatory purview to set off the Delinquent Indebtedness from any money standing to the credit of any bank Account you hold and from any other financial assets any bank may be holding for your benefit (the “CBN Right of Set-Off”).

You acknowledge that at any time any Delinquent Indebtedness is continuing, the CBN shall have the right to set off the amount of the Delinquent Indebtedness against any amounts standing to the credit or benefit of any and all bank Accounts you hold in Nigeria or from any other beneficial financial assets belonging to you and in the custody of any Nigerian bank.

The Lender shall have the power to set-off any Delinquent Indebtedness from all such monies and funds standing to the credit or benefit of you in any and all Accounts wheresoever held or from any other financial assets belonging to you and in the custody of any bank or financial institution, and where the balances are in different currencies, the Lender may convert either balance at a market rate of exchange for the purpose of the set-off

Indemnity

You shall indemnify and hold harmless the Lender and its duly authorised representatives (each, an “Indemnified Person”) from and against any and all suits, damages, losses, liabilities and expenses incurred by any Indemnified Person as the result or arising out of the Lending Services having been extended, suspended or terminated under these Terms and Conditions and/or document and any actions or failures to act in connection therewith and any legal costs and expenses arising out of or incurred in connection with disputes between or among you and the relevant Lender and/or document (collectively, “Indemnified Liabilities”); provided that you shall not be liable for any indemnification to an Indemnified Person to the extent that any such suit, damage, loss, liability or expense results solely from that Indemnified Person’s gross negligence or wilful misconduct.

Termination

Subject to Applicable Law, the Lender may terminate these Terms and Conditions immediately at any time, with or without notice upon a breach of these Terms and Conditions.

Non waiver

Failure or omission by a party at any time to enforce or require strict or timely compliance with any provision of these Terms and Conditions shall not affect or impair that provision in any way or the rights of that party to avail itself of the remedies it may have in respect of any breach of that provision.

Severability

If any part of these Terms and Conditions is held by any court or administrative body of competent jurisdiction to be illegal, void or unenforceable, such determination shall not impair the enforceability of the remaining parts of these Terms and Conditions.

No agency or partnership

No agency, partnership, joint venture or employment is created as a result of these Terms and Conditions. You do not have any authority to bind a Lender in any respect whatsoever. Any consent by a party to, or waiver of breach by the other, whether express or implied, will constitute a consent to or waiver of or excuse for any other different or subsequent breach unless such waiver or consent is in writing and signed by the party claimed to have waived or consented.

Except as otherwise provided herein, no term or provision in these Terms and Conditions will be deemed waived and no breach excused.

Governing law

These Terms and Conditions shall be governed by, and interpreted in accordance with, the laws of the Federal Republic of Nigeria

Dispute resolution

You agree that all contractual and non-contractual disputes between you and the Lender with regard to your relationship with the Lender, including without limitation disputes related to these Terms and Conditions, your Transaction Requests, Lending Services provided to you by the Lender and/or rights of privacy and/or publicity, will be resolved by binding arbitration PROVIDED THAT if you have any concern or dispute about the Lending Services, you agree to first resolve the dispute amicably by contacting the Lender.

You may bring claims only on your own behalf. Neither you nor the Lender will participate in a class action or class-wide arbitration for any claims covered by these Terms and Conditions to arbitrate. You are giving up your right to participate as a class representative or class member on any class claim you may have against us including any right to class arbitration or any consolidation of individual arbitrations. You also agree not to participate in claims brought in a private solicitation or representative capacity, or consolidated claims involving another person's Account if the Lender is a party to the proceeding.

In the event that amicable settlement is not possible, you agree to present to the Lender, in writing, a letter specifying the nature of your dispute, the point(s) in issue and your intention to refer the dispute to mediation at the Lagos Multi-Door Court House. If you and the Lender fail to resolve such dispute or difference by further consultation within a period of fourteen (14) Business Days from the date upon which such further notice of dispute or difference has been received by the Lender, or such longer time as you and the Lender may jointly agree, the dispute shall be referred to the Lagos Multi-Door Court for mediation and if the dispute is not resolved by mediation at the Lagos Multi-Door Court within a period of fifteen (15) Business Days from the date of submission, the dispute shall be referred to arbitration in accordance with the Arbitration and Conciliation Act Cap A18, Laws of the Federation of Nigeria 2004. The arbitration shall be by a sole arbitrator appointed jointly by the Parties. If the Parties do not agree on a person to act as the sole arbitrator, the Chief Judge of the Federal High Court shall appoint the sole arbitrator. The place of arbitration shall be Lagos, Nigeria. The language of arbitration shall be English.

This mediation/arbitration clause will survive the termination of these Terms and Conditions.

Contact us

If you have any questions about these Terms and Conditions, you can contact us by email at info@migo.money