Terms Of Use
TERMS OF SERVICE FOR API MANAGER
FIDELITY BANK PLC, whose office is located at 2, Kofo Abayomi Street, Victoria Island, Lagos, Nigeria, a commercial bank duly registered under Companies and Allied Matters Act (CAMA) CAP C20 LFN 2004, licensed by Central Bank of Nigeria (hereinafter referred to as the “Fidelity” which expression shall where the context so admits include its successors-in-title and assigns) of the second part.
WHEREAS:
I. Fidelity is a deposit money bank, which accepts deposits, grants credit facilities, engages in correspondent banking and is a player in the electronic payment system in Nigeria and globally.
II. Fidelity is a licensor and has proprietary rights over its Application Programming Interface (API) for its electronic payment technology.
III. The Parties wish to enter into an agreement and have out set below the terms and conditions governing their relationship under this Agreement.
IV. If you violate any of the terms of this Agreement, Fidelity Bank may terminate your Account and/or your Product plan (defined below).
1. Conditions of Use
1.1. You must be 18 years old or older to open an Account and use any Services.
1.2. An Account may only be opened and used by one physical person — i.e., a single login. An Account may not be opened or shared by multiple people or an automated software application (e.g., an Internet bot).
1.3. You are solely responsible for maintaining the security of your Account and password. Fidelity Bank shall not be responsible if someone else has used your Account or if you have provided your Account name or password to any third party.
1.4. You are responsible for all content posted and all activities that occur via your Account.
1.5. You must only use the Services in a manner that is compatible with applicable laws and regulations. You must not use the Services for any illegal or unauthorized purposes. Your use of the Services must not infringe or violate any laws in your jurisdiction (including but not limited to intellectual property rights of third parties).
2. Payment, Refunds, Upgrading and Downgrading Terms
2.1. Access to paid product plan is subject to you entering valid payment information via the Website. You must make payment using an authorized debit/credit card or Bank transfer.
2.2. You are not required to enter payment information for Free Product plan.
2.3. Please note that all payments are non-refundable, and Fidelity Bank will not make any refunds or credits for partial months of service, refunds for upgrades/downgrades, or refunds for any months of unused Services.
2.4. All fees quoted are exclusive of any taxes, levies, or duties that may apply, and you shall be solely responsible for payment of any such taxes, levies, or duties.
2.5. Downgrading a paid Product plan to a free Product plan may cause a loss of content, features, or in the capacities of your Account. Fidelity Bank does not accept any liability for such losses.
2.6. You are solely responsible for properly downgrading your Product plan. Any email or phone requests to Fidelity Bank to downgrade a Product plan are not considered valid downgrading notices
3. Suspension and Termination
3.1 You may terminate this Agreement at any time by closing your Account. You are solely responsible for fully and properly terminating your Account and any Product plan you have administrative rights to. This Agreement shall continue to apply until such termination has been completed by you.
3.2 Any Product plan and all content in it will be immediately suppressed upon termination. This information cannot be recovered once this Product plan is terminated. You are solely responsible to all other users who may be accessing this Product plan when you terminate it.
3.3 If you terminate a Product plan before the end of the current paid-up month for a paid Product plan, your termination will take effect immediately. No refund will be made by Fidelity Bank and Fidelity Bank will not charge you again for that Product plan.
3.4 A paid Product plan will be suspended by Fidelity Bank if your payment does not go through. Fidelity Bank will resume it once your payment goes through.
3.5 Fidelity Bank, in its sole discretion, has the right to suspend or terminate any Account and/or any Product plans at any time. Fidelity Bank may refuse access to any and all current or future Services for any reason, at any time, as Fidelity Bank shall deem to be reasonable (at its sole discretion). Such termination of Services may result in the suspension or termination of your Account or Product plans, and the forfeiture and relinquishment of all content in your Account or Product plans.
3.6 Fidelity Bank reserves the right to refuse Services to you or anyone, for any reason, at any time.
3.7 Fidelity Bank may unilaterally terminate the Services at any time, without any liability, by providing ninety (90) days’ prior written notice on its website.
4. Modifications to Services or Prices
4.1. Fidelity Bank reserves the right at any time, and from time to time, to modify or discontinue, temporarily or permanently, any Services (or any part thereof) offered with an Account or Product plan, with or without prior notice.
4.2. Any new features by Fidelity Bank that augment or enhance the Services will be subject to this Agreement.
4.3. Prices for all paid Services, including but not limited to paid Product plans, are subject to change upon five (5) days’ prior notice by Fidelity Bank. Such notice may be given by Fidelity Bank posting these changes on the Website or when you open your Account to use the Services.
4.4. Fidelity Bank shall not be liable to you or to any third-party for any modifications, new features, price changes, suspensions or terminations of any Accounts, Product plans or Services.
5. Personal Information
5.1 For the purpose of the performance of this Agreement, you will be required to provide your correct name and valid email address.
5.2 This personal information is collected only to be used as part of the Services.
5.3 Fidelity Bank will not sell your personal information, provide it to any third parties, or use it for any purpose other than for the performance of this Agreement.
5.4 Fidelity Bank will comply with all data privacy laws applicable to it in Nigeria.
6. Confidential Information
6.1. Fidelity Bank will not disclose any confidential information to a third party without your prior written consent, except to the extent as may be required by any competent judicial, governmental, or regulatory body. Fidelity Bank will not have any liability to you or any other parties for such disclosure.
6.2. Fidelity Bank undertakes to ensure that its employees will comply with the confidentiality provisions of this Section 7.
7. No Risk or Liability for Fidelity Bank
7.1 You expressly understand and agree that your use of any Services is at your sole risk.
7.2 Support for Services is only available. Fidelity Bank makes no warranties or representations regarding any response times or results for any support it may offer, which shall be provided at its sole discretion.
7.3 You expressly understand and agree that Fidelity Bank may use any third-party vendors and hosting partners of its choice to provide hardware, software, networking, storage, and related technology support or assistance as it deems useful to provide any Services and that Fidelity Bank shall not be responsible for any losses of data or breaches of confidentiality caused by any such third parties.
7.4 You expressly understand and agree that you are not authorized to modify, adapt, reverse engineer, or hack any Fidelity Bank software or Services or modify the Website or any other Fidelity Bank website.
7.5 You expressly understand and agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of any Services, not to use any Services outside the permitted scope of this Agreement and not to provide access to any Services on a commercial basis without the express prior written permission of Fidelity Bank.
7.6 Fidelity Bank may (but has no obligation to) remove source code, Accounts, Product plans or other materials containing content that it determines (at its sole discretion) to be unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable, or which it believes may violate any intellectual property rights or this Agreement.
7.7 Verbal, physical, written or other abuse (including threats of abuse or retribution) against any Fidelity Bank customer, employee, consultant, subcontractor, director, officer or other Services user may result in immediate Account or Product plan suspension or termination, at Fidelity Bank’s sole discretion.
7.8 You expressly understand and agree that the technical processing and transmission of any data as part of any Services, including any content you provide, may be transferred unencrypted and may involve: (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.
7.9 If you use a free Product plan, Fidelity Bank expects you to use it in a reasonable manner, to consume only what you really need for your own purposes, and to comply with basic rules of etiquette (e.g., not to have too many Projects attached to a single free Product plan or Account at a time, and not to run unreasonable numbers of analyses), as determined by Fidelity Bank at its sole discretion.
7.10 You expressly understand and agree not to transmit any worms, viruses, spyware or malware, or any code of a destructive nature or which could be detrimental to the Fidelity Bank or any other users of Services.
7.11 As stated above, in the opening paragraphs of this Agreement, Fidelity Bank does not warrant that: (i) any Services will meet any specific requirements, (ii) any Services will be uninterrupted, timely, secure, or error-free, (iii) any results that may be obtained from the use of any Services will be accurate or reliable, (iv) the quality of any products, services, information, or other materials purchased or obtained by you through or using any Services will meet your expectations, or (v) any errors in any Services will be corrected.
7.12 You expressly understand and agree that Fidelity Bank shall not be liable for any direct, indirect, incidental, special, consequential, or exemplary damages, including but not limited to, damages for loss of profits, goodwill, use, data, or other intangible losses (even if Fidelity Bank has been advised of the possibility of such damages), resulting from:
7.13 (i) your use or inability to use any Services; (ii) the cost of procurement of substitute goods or services resulting from any goods, data, information, or services you purchase or obtain or messages you receive or transactions you enter into through or from any Services; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third-party regarding any Services; or (v) any other matter relating to any Services.
8. Miscellaneous
8.1 This Agreement constitutes the entire agreement between you and Fidelity Bank for opening any Account or for using any Services. It governs all uses you may make of your Account, Product plans or any Services after having created or accessed them. This Agreement cancels and supersedes all prior oral or written communications, proposals, conditions, representations or warranties between you and Fidelity Bank, and prevails over any conflicting or additional terms mentioned in any price quotations, purchase orders, acknowledgments or other communications between you and Fidelity Bank that Fidelity Bank has not expressly agreed to in writing.
8.2 You expressly understand and agree that the opening disclaimers at the beginning of this Agreement form part of this Agreement, are binding on you and take precedence when interpreting or construing any provisions of this Agreement.
8.3 Any questions you may have about this Agreement may be sent to [email protected]. Fidelity Bank shall have sole discretion as whether, how and when it shall respond to any such questions.
8.4 The failure of Fidelity Bank to exercise or enforce any rights or provisions of this Agreement shall not constitute its waiver of any such rights or provisions.
8.5 If the terms and conditions put forth herein should be modified or changed by Fidelity Bank, they will be posted on the Website and shall automatically come
into effect fifteen (15) days from the date of posting. You expressly understand and agree that you are responsible for checking the Website periodically for any such changes or updates.
8.6 This Agreement was posted on March 1, 2022. You expressly understand and agree that your continued use of any Services after that date shall be your automatic acceptance of this Agreement. You may decline to accept by providing Fidelity Bank with written notice of non-acceptance sent by email to [email protected] within fifteen (15) days from the above date. In that case the previous version of this Agreement will continue to apply up to a maximum of one (1) more month from the date you send your notice of non-acceptance. After that period, this Agreement shall apply if you did not terminate your Account and all related Product plans beforehand in accordance.