Botinz - Freelancer Marketplace

Introduction

These terms and conditions will serve as a basis for your banking relationship with Botinz Enterprise (“Botinz”). By choosing to open an account with us, you (whether as a freelancer or contractor) have agreed to the terms and conditions contained herein. You have also agreed to comply with the following policies which also apply to your use of our services and incorporated by reference into these terms and conditions:

(a) Privacy Policy;

(b) Cookies Policy.

If you do not agree to these terms and conditions, please do not proceed and exit the mobile application or the Botinz website immediately, and do not proceed with the account opening steps. Also, please be informed that we reserve the right to terminate your relationship with us if we believe that you have violated any of these terms.

Interpretation

For ease of understanding, “You”, “your”, and “Customer” means the person (“either a contractor or a freelancer”) who seeks to enter into this relationship with Botinz and agrees to these terms and conditions, while “We”, “us”, “our”, shall mean Botinz, and following an assignment, any person or company to whom our rights herein are assigned to.

About Us

Botinz is a freelancing platform designed to provide freelance professionals with a robust space to showcase their skills and potential to a diverse range of clients seeking project expertise. It serves as an effective medium for clients to engage with multiple freelancers, ensuring clear communication and coordinated project management.

Additionally, Botinz functions as a secure payment platform where users can confidently manage their transactions and settle bills through the app. Freelancers benefit from a safe and comfortable transaction experience, while clients enjoy a streamlined payment process, fostering an efficient and effective environment for mutually beneficial interactions between freelancers and clients.

The Objective of Our Relationship With You

The objective of establishing a relationship with Botinz is to receive special services on offer by Botinz for its customers. With Botinz, you can create an account where you advertise and market your skills to clients as well as engage in other services such as receiving payments for works executed and completed, bill payments, and any other service that Bonitz is permitted by law to provide.

You can operate and manage your account via the Botinz App and the prerequisite for opening an account is a smartphone, with an active phone number, that meets our minimum technology requirements for the operating system (iOS/Android) and supports the latest version of our app.

When are these terms applicable?

These terms are applicable when you choose to open an account with Botinz and Botinz generates a profile for you.

We may, at any time, modify the terms and conditions of our relationship but we inform you of any modifications to these terms and conditions. These modifications may be a result of changes in our business practices or service offerings or maybe in response to changes in the applicable laws that we are regulated by, or for any other lawful reason.

After we notify you of such updates or modifications to these terms and conditions, your continued use of our services will constitute an acceptance of the modified terms. All updates will be detailed on our website and in the Botinz App. You will be able to access the latest version of our terms at any given time. If at any time the terms and conditions of these terms and conditions are no longer acceptable to you, you should immediately cease all use of the services provided by Botinz.

What is the scope of the relationship between Botinz & the customer?

Opening an Account

You can access the services we provide, subject to your fulfillment of our onboarding and Know-Your-Customer (KYC) checks in line with applicable laws. For a start, you must be at least 18 years old, a Nigerian citizen, meet our technology requirements defined above, and have not yet opened an account with us.

We do not knowingly engage with people who don’t meet these conditions. Please note that these requirements may be updated or reviewed from time to time in line with applicable laws and our internal processes.

When you choose to open an account with us you agree to us using your information to make and receive payments on your behalf for jobs executed and performed through your Botinz account. If you would like us to stop doing this, we would have to close your account.

After account creation, you must keep your account login credentials confidential. You are responsible for all actions taken using your account. You agree to provide accurate and current truthful information during the registration process and undertake to update any subsequent changes to the information in due course to maintain its correctness.

User Conduct

In your interactions on Botinz, it is essential to comply with the rules and regulations outlined in our Terms of Service and Privacy Policy. Every user is entitled to certain rights, and it is strictly prohibited to engage in any behavior that infringes upon the rights of others, including their thoughts, personal data, or contractual agreements.

Moreover, the distribution of malware, spam, or any form of harmful content through Botinz is completely unacceptable. Non-compliance with these guidelines will result in consequences. To uphold these standards, Botinz reserves the right to take punitive actions, such as account suspension or blocking, against users who violate this policy.

Transactions on your Botinz Account

You can conclude financial transactions (bank transfers, bill payments, etc.) on the Botinz App by logging onto the Botinz App and following the on-screen instructions. You will need to enter the correct information concerning every transaction you wish to undertake (counterparty bank account details, receiving payee for bill information, etc.).

It is your responsibility to make sure that the details you input are accurate and entered correctly. You will be liable for any error in information that may result in the transaction being unsuccessful or paid to the wrong beneficiary. We shall not be liable for any losses you incur from entering incorrect information about any transaction you undertake.

Fees

We act as facilitators between freelancers and contractors and as a result, certain fees are charged for these services. Our fees are charged in line with applicable laws and line with our business values, we try to keep fees to a minimum. We are committed to being transparent and will disclose all applicable fees before you finalize a transaction.

Prohibited Transactions

In addition to all transactions that are ordinarily prohibited by Nigerian law and activities not expressly permitted under these terms and conditions or any other terms we provide to you in connection with any services we provide, you are expressly prohibited from using your account to carry out transactions relating to any of the following:

(a) fraud, money laundering, and terrorism financing.

(b) activity related to the making or receiving of payments relating to cryptocurrency and related digital currency transactions.

(c) any goods or services that are dangerous, violent, or present an unreasonable risk to consumer safety (e.g., firearms, weapons, explosives, ammunition, and related accessories.)

(d) activities related to pornography, pornographic subscriptions, prostitution, pay-per-view, adult live chat, escort or companionship services, or any other obscene materials (including literature, imagery, and other media); any product or service that promotes underage, non- consensual, or other illegal sexual themes. Activity involving child endangerment, including anything that sexualizes minors or appeals to children but contains adult themes;

(e) activities with elevated financial risk, legal liability, or violating card network rules or bank policies. Activity involving unlawful or illegal goods or services, including any federal or state law, statute, regulation, or ordinance. Activity related to bribes and corruption Activity that may violate applicable laws. Activity relating to unlicensed and illegal sports betting, casino games, and poker games;

(f) pyramid selling Ponzi schemes, or other “get rich quick” schemes; and (g) any activities we notify you of are prohibited.

If you use or attempt to use your account for any Prohibited Transactions or such other unlawful purposes, we reserve the right, without liability to:

(i) - restrict your account;

(ii) - refuse to process the transaction;

(iii) -report the transaction to the relevant regulator or law enforcement agency; and (iv)- take any other lawful step by our regulatory obligations.

Keeping Your Account Safe

You must take all reasonable precautions to keep any security information relevant to your Botinz Account safe and to prevent the fraudulent use of them. You must use reasonable endeavors to prevent any unauthorized access to, or use of, your Botinz Account and should notify us immediately by email at support@botinz.com of any such unauthorized access or use, or any suspicion of access or use.

Your login details for your Botinz Profile should not be disclosed to anybody or kept in written form to prevent fraud and misuse of it. We also recommend that obvious passwords, such as your name or the phrase “password”, should not be used.

Additionally, You should also:

(a) take care to ensure that no one hears or sees your login details when you use it;

(b) not disclose your full login details or password to anyone, including the police and us;

(d) comply with all reasonable instructions we issue regarding keeping your login details and password;

(e) change your login details and/or password immediately and tell us as soon as possible if you know, or even suspect, that someone else knows any of those details, or if we ask you to;

(f) keep any computer/device you use to access the Botinz App secure and use up-to-date checking software and personal firewall software;

(g) never access the Botinz App from any shared device (or any public internet access device or access point) or any device connected to a local area network;

(h) make sure you always log out of the Botinz App, and never leave your device unattended when you are logged in; and

(i) Never share your Botinz Account details on social media or any website. 4

If your Account login details are lost or stolen, or if you suspect that someone else knows your login details or your verified mobile phone and/or e-mail are compromised, you must contact us by email at support@botinz.com without undue delay. Botinz shall not be liable for any loss you suffer as a result of any unauthorized transactions carried out in respect of your Botinz Account by a third party that obtains your log-in or other personal details, as a result of your negligence.

Restrictions on the use of Botinz’s Services

We may withhold, delay, freeze, or place such restrictions as we consider appropriate on any or all funds representing proceeds of payments relating to your account and/or withhold any payments due to you under this Agreement, if, in our judgment, you are, or may be engaged in fraudulent or suspicious activity, and/or there is a risk that you will unwilling or unable to meet your contractual obligations under this Agreement.

In addition, we shall be entitled to take any further action we reasonably consider necessary for security reasons to combat the risk of fraudulent or suspicious activity, including but not limited to:

(a) suspending or terminating the provision of Services to you;

(b) refusing or rejecting instructions you provide about the Services; (c) suspending or stopping payments to you; and

(d) introducing additional authorization procedures.

Provided we are permitted to do so under applicable law, we will give you notice of any suspension or restriction and the reasons for taking such action. If not permitted, we may notify you in writing of any action taken as soon as practicable after it has been taken, subject to applicable law. Any suspension or restriction will be lifted as soon as reasonably practicable after the reasons for the action have ceased to exist.

Customer Warranties:

You hereby represent and warrant that:

(a) you are using the Services for your benefit and are not accessing them for or on behalf of another person;

(b) you have and shall continue to have, the full right, power, and authority to enter into and carry out your obligations under this agreement, and the provision of the Services will not result in a breach of any agreement to which you are bound; and

(c) you shall keep the details of your Botinz Account safe and secure at all times from unlawful third-party access and shall not compromise their security by sharing it over public channels, clicking phishing or suspicious links, or disclosing it to third parties.

Monitoring Fraud, Anti Money Laundering and Countering Financing of Terrorism

To comply with relevant AML obligations, we may request that you visit and study our AML policy.

Project Contract

1. Negotiating the terms of projects is a shared responsibility between freelancers and clients on Botinz. These negotiations typically include defining the scope of work, deliverables, project timelines, and agreed compensation.

2. It is important to clarify that Botinz acts solely as a facilitator in these arrangements and does not act as a contractual party. Therefore, Botinz does not directly participate in any agreements made between freelancers and clients. As such, Botinz bears no responsibility for mediating or resolving disputes that may arise during their collaboration. Botinz is not a party to any contract.

3. In the event of any suspicious activity, it is crucial not to disclose details to other parties involved. Botinz does not intervene in issues arising from negligence and does not reimburse any losses incurred as a result.

Liability

Except where you have acted fraudulently, or negligently or contrary to these terms and conditions you will not be liable for any losses incurred in respect of a transaction on your Account that was not authorized by you which occurs after you have notified us, without undue delay, on becoming aware of the loss, theft, misappropriation or unauthorized use of the Botinz App.

You agree that we shall not be liable for the acts or omissions of any third-party partner, nor its officers, employees, or agents, about their performance of any services under any third- party terms. We shall not be liable for non-execution or defective execution of a transaction we have made by a unique identifier given to us by you which proves to be incorrect.

We are not liable to you for the correct execution of an instruction if we can prove to you (and where relevant, to any payee’s payment services provider) that the payee’s payment services provider received the payment within the appropriate time.

We will however, upon your request, make efforts to trace any non-executed or defectively executed payment transactions that were correctly executed to an account that is deemed fraudulent and notify you of any outcome involving our search.

We shall not be liable to you for any –

(i) delay or failure to perform our obligations under this Agreement (including any delay in payment) because of any cause beyond our reasonable control including but not limited to any action or inaction by you or any third party, bank delay, postal delay, failure or delay of any fax or electronic transmission, any accident, emergency, act of god or any abnormal or unforeseeable circumstances; or

(ii) losses as a result of a requirement imposed on us by applicable law or

(iii) any unauthorized transactions carried out on your Account as a result of the compromise of your Account details and related security information unless it is proven that such compromise is a result of our direct actions or omissions.

You are responsible for all liabilities, financial or otherwise, incurred by Botinz, a Botinz customer, or a third party caused by or arising out of your breach of these terms and conditions, your use of Botinz services, and any use of your Botinz Account.

You agree to reimburse Botinz, a Botinzcustomer, or a third party for any such liability, to the extent not prohibited by applicable law.

You remain liable under these Terms in respect of all charges and other amounts incurred through the use of your Botinz Account at any time, irrespective of termination, suspension, or closure.

Account Closure for Breach of Contract

In cases of contract breaches, account closure may result as a consequence. Each user is allowed to create and own only one account. Should it come to our attention that a user has created multiple accounts, we reserve the right to close or suspend any additional accounts linked to that user.

During the registration process, we may share your information details with authorized agencies for identity verification purposes. By registering with us, you consent to the processing of such information related to your registration.

Intellectual Property

Our website (and any other website operated by us) may feature third-party offers and enable product searches. We do not warrant that product descriptions, pricing, search results, user ratings, reviews, or any other content on any such website are accurate, complete, reliable, or current. This information is provided for informational purposes only and does not constitute an endorsement by us of any product, service, or vendor.

Botinz properties and all related logos, products, and services described on any other operated by Botinz (including the Website) and any mobile application operated by Botinz (including the App) are either trademarks or registered trademarks of Botinz Enterprises or its affiliates or licensors.

You may not copy, imitate, or use them without our prior written consent. In addition, all page headers, custom graphics, button icons, and scripts are service marks, trademarks, and/ or trade dress of Botinz. You may not copy, imitate, or use them without our prior written consent. All rights, title, and interest in and to any website operated by Botinz and any content thereon is the exclusive property of Botinz and its licensors. Certain other product or service names, brand names, and company names may be trademarks of their respective owners.

Data Protection

Protecting your privacy is very important to us. Please review our Privacy Policy to better understand our commitment to maintaining your privacy and protecting your data, as well as our use and disclosure of your information.

By opening this account, you consent to us processing your personal information:

to provide products and services to you in terms of this agreement and any other products and services for which you may apply;

to carry out statistical and other analyses to identify potential markets and trends, evaluate and improve our business (this includes improving existing and developing new products and services);

in countries outside Nigeria where the products or services are being used and where such countries do not have the same data protection laws as applicable in Nigeria, we will, where possible, ask the receiving party to agree to our privacy policies.

By opening this account, you also consent to us sharing your personal information with entities within the Government authorized agencies all in connection with the provision of the line of services offered to you and related lawful purposes, as the need arises.

General

Additional Services: From time to time, we may offer additional services through the Botinz App / Website to improve the quality and type of Services we are currently able to provide you with. These additional services may be subject to separate terms and conditions which will be provided to you before you opt-in or a revision of these terms and conditions with notice to you. Where additional services include new fees, we will specify this to you and ensure that you first opt into any such additional fees. If you choose to subscribe to an additional service, you agree to pay the relevant fees.

Severability- If any provision or part of a provision of these terms and conditions is found by any court of competent jurisdiction to be, invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions or parts of such provisions of this Agreement, all of which shall remain in full force and effect.

Taxes- Where applicable, certain payments made or received by you in connection with your Botinz Account or any Services provided to you by Botinz may be subject to taxes. If any taxes (whether in force now or introduced in the future) are payable in connection with these payments, you understand that you are liable for these taxes.

You hereby consent and agree that Botinz may withhold amounts in your Account if we are required to do so by the directives of any tax authority, regulator, or by law or regulation. You will, however, be notified if such deductions are made or you will be able to see details of such deductions on your monthly transactional statements.

Entire Agreement- These terms and conditions constitute the entire agreement between You and Botinz and supersede all previous agreements, representations, and understandings between us, whether written or oral, relating to the provision of our services to you. You acknowledge that in entering into this agreement you have not relied on any statement, representation, assurance, or warranty (whether made innocently or negligently) that is not expressly set out herein.

Funds in your Botinz Account are covered under the Nigeria Deposit Insurance Scheme subject to the prevailing limits imposed by the Nigeria Insurance Deposit Corporation.

Language and communication

English will be the primary language of our communication to you. We may use emojis or colloquialisms, but we will always communicate in English.

If you have any questions about your relationship with Botinz, you can contact us via email using the details below or at any of our other channels (in-app messages or our verified social media handles):

Email: support@botinz.com

Applicable Law and Dispute Resolution

These terms and conditions will be governed by the laws of the Federal Republic of Nigeria and the courts of Nigeria will have exclusive jurisdiction over any claim, dispute, or matter related thereto. Notwithstanding the above, the Parties shall use their good faith efforts to resolve any dispute, controversy, or claim of any nature whatsoever arising out of or about or in connection with this agreement.