Terms of Serivice

This Terms of Service Agreement (the "Agreement") governs your use of this website, www.agopay.africa (the "Website"), A product of Salient Software Solutions Ltd ("Business Name") and its offer of products for purchase on its AgoGo platform (Website, iOS and Android mobile apps), or your purchase of products from other third-party platforms that integrates agopay. This Agreement includes, and incorporates by this reference, the policies and guidelines referenced below. Salient Software Solutions Limited reserves the right to change or revise the terms and conditions of this Agreement at any time by posting any changes or a revised Agreement on this Website/Mobile application. Salient Software Solutions Limited will alert you that changes or revisions have been made by indicating on the top of this Agreement the date it was last revised. The changed or revised Agreement will be effective immediately after it is posted on our platforms. Your use of our API/PAAS following the posting any such changes or of a revised Agreement will constitute your acceptance of any such changes or revisions. Salient Software Solutions Limited encourages you to review this Agreement whenever you visit our platforms to make sure that you understand the terms and conditions governing their use. This Agreement does not alter in any way the terms or conditions of any other written agreement you may have with Salient Software Solutions Limited for other products or services. If you do not agree to this Agreement (including any referenced policies or guidelines), please immediately terminate your use of our service(s). If you would like to print this Agreement, please click the print button on your browser toolbar.

1 Products

Terms of Offer. This platform offers for sale certain products (the "Products"). By placing an order for Products through AgoGo platforms or other third-party apps or websites, you agree to the terms set forth in this Agreement. Customer Solicitation: Unless you notify our third party call center reps or direct Agopay, Agogo sales reps, while they are calling you, of your desire to opt out from further direct company communications and solicitations, you are agreeing to continue to receive further emails and call solicitations from Salient Software Solutions Limited and its designated in house or third party call team(s). Opt Out Procedure: We provide 3 easy ways to opt out of from future solicitations.

1. You may use the opt out link found in any email solicitation that you may receive.
2. You may also choose to opt out, via sending your email address to: [email protected] or [email protected] or [email protected]
3. You may send a written remove request to 3, Delta State Library, Mariam Babangida Way, Asaba, Delta State, Nigeria.

Proprietary Rights. Salient Software Solutions Limited has proprietary rights and trade secrets in these Products. You may not copy, reproduce, resell, or redistribute any Product manufactured and/or distributed by Salient Software Solutions Limited. Salient Software Solutions Limited also has rights to all trademarks and trade dress, designs, and specific layouts of its products, including calls to action, text placement, images and other information.

Sales Tax. If you purchase any Products, you will be responsible for paying any applicable sales tax.

2 Website

Content; Intellectual Property; Third Party Links. In addition to making Products available, this Website also offers information and marketing materials. This Website also offers information, both directly and through indirect links to third-party websites, about products and partners services. Salient Software Solutions Limited does not always create the information offered on this Website; instead, the information may also be gathered from other sources. To the extent that Salient Software Solutions Limited does create the content on this Website, such content is protected by intellectual property laws of Nigeria, foreign nations, and international bodies. Unauthorized use of the material may violate copyright, trademark, and/or other laws. You acknowledge that your use of the content on this Website is for personal, non-commercial use. Any links to third-party websites are provided solely as a convenience to you. Salient Software Solutions Limited does not endorse the contents on any such third-party websites or platforms. Salient Software Solutions Limited is not responsible for the content of or any damage that may result from your access to or reliance on these third-party websites or platform. If you link to third-party websites or platforms, you do so at your own risk.

Use of Website; Salient Software Solutions Limited is not responsible for any damages resulting from use of this website by anyone. You will not use the Website for illegal purposes. You will (1) abide by all applicable local, state, national, and international laws and regulations in your use of the Website (including laws regarding intellectual property), (2) not interfere with or disrupt the use and enjoyment of the Website by other users, (3) not resell material on the Website, (4) not engage, directly or indirectly, in transmission of "spam", chain letters, junk mail or any other type of unsolicited communication, and (5) not defame, harass, abuse, or disrupt other users of the Website License. By using this Website, you are granted a limited, non-exclusive, non-transferable right to use the content and materials on the Website in connection with your normal, non-commercial, use of the Website. You may not copy, reproduce, transmit, distribute, or create derivative works of such content or information without express written authorization from Salient Software Solutions Limited or the applicable third party (if third party content is at issue).

Posting. By posting, storing, or transmitting any content on the Website, you hereby grant Salient Software Solutions Limited a perpetual, worldwide, non-exclusive, royalty-free, assignable, right and license to use, copy, display, perform, create derivative works from, distribute, have distributed, transmit and assign such content in any form, in all media now known or hereinafter created, anywhere in the world. Salient Software Solutions Limited does not have the ability to control the nature of the user-generated content offered through the Website. You are solely responsible for your interactions with other users of the Website and any content you post. Salient Software Solutions Limited is not liable for any damage or harm resulting from any posts by or interactions between users.

Salient Software Solutions Limited reserves the right, but has no obligation, to monitor interactions between and among users of the Website and to remove any content Salient Software Solutions Limited deems objectionable, in Salient Software Solutions Limited's sole discretion.

3 Disclaimer of warranties

YOUR USE OF THIS WEBSITE AND/OR PRODUCTS ARE AT YOUR SOLE RISK. THE WEBSITE AND PRODUCTS ARE OFFERED ON AN "AS IS" AND "AS AVAILABLE" BASIS. SALIENT SOFTWARE SOLUTIONS LIMITED EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT WITH RESPECT TO THE PRODUCTS OR WEBSITE CONTENT, OR ANY RELIANCE UPON OR USE OF THE WEBSITE CONTENT OR PRODUCTS. ("PRODUCTS" INCLUDE TRIAL PRODUCTS.) WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, SALIENT SOFTWARE SOLUTIONS LIMITED MAKES NO WARRANTY: THAT THE INFORMATION PROVIDED ON THIS WEBSITE IS ACCURATE, RELIABLE, COMPLETE, OR TIMELY. THAT THE LINKS TO THIRD-PARTY WEBSITES ARE TO INFORMATION THAT IS ACCURATE, RELIABLE, COMPLETE, OR TIMELY. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THIS WEBSITE WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED HEREIN. AS TO THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE PRODUCTS OR THAT DEFECTS IN PRODUCTS WILL BE CORRECTED. REGARDING ANY PRODUCTS PURCHASED OR OBTAINED THROUGH THE WEBSITE. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES, SO SOME OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

4 Limitation of liabilities

SALIENT SOFTWARE SOLUTIONS LIMITED ENTIRE LIABILITY, AND YOUR EXCLUSIVE REMEDY, IN LAW, IN EQUITY, OR OTHWERWISE, WITH RESPECT TO THE WEBSITE CONTENT AND PRODUCTS AND/OR FOR ANY BREACH OF THIS AGREEMENT IS SOLELY LIMITED TO THE AMOUNT YOU PAID, LESS SHIPPING AND HANDLING, FOR PRODUCTS PURCHASED VIA OUR PRODUCTS.

SALIENT SOFTWARE SOLUTIONS LIMITED WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES IN CONNECTION WITH THIS AGREEMENT OR THE PRODUCTS IN ANY MANNER, INCLUDING LIABILITIES RESULTING FROM (1) THE USE OR THE INABILITY TO USE THE WEBSITE CONTENT OR PRODUCTS; (2) THE COST OF PROCURING SUBSTITUTE PRODUCTS OR CONTENT; (3) ANY PRODUCTS PURCHASED OR

OBTAINED OR TRANSACTIONS ENTERED INTO THROUGH THE WEBSITE; OR

ANY LOST PROFITS YOU ALLEGE. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES SO SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

5 Indemnification

You will release, indemnify, defend, and hold harmless Salient Software Solutions Limited, and any of its contractors, agents, employees, officers, directors, shareholders, affiliates and assigns from all liabilities, claims, damages, costs and expenses, including reasonable attorneys' fees and expenses, of third parties relating to or arising out of

1. this Agreement or the breach of your warranties, representations and obligations under this Agreement;
2. the Website content or your use of the Website content;
3. the Products or your use of the Products (including Trial Products);
4. any intellectual property or other proprietary right of any person or entity;
5. your violation of any provision of this Agreement;
6. any information or data you supplied to Salient Software Solutions Limited.

When Salient Software Solutions Limited is threatened with suit or sued by a third party, Salient Software Solutions Limited may seek written assurances from you concerning your promise to indemnify Salient Software Solutions Limited your failure to provide such assurances may be considered by Salient Software Solutions Limited to be a material breach of this Agreement.

Salient Software Solutions Limited will have the right to participate in any defense by you of a third-party claim related to your use of any of the Website content or Products, with counsel of Salient Software Solutions Limited choice at its expense. [Business Name] will reasonably cooperate in any defense by you of a third-party claim at your request and expense.

You will have sole responsibility to defend [Business Name] against any claim, but you must receive [Business Name] prior written consent regarding any related settlement. The terms of this provision will survive any termination or cancellation of this Agreement or your use of the Website or Products.

6. Privacy

Salient Software Solutions Limited believes strongly in protecting users’ privacy and providing them with notice of Salient Software Solutions Limited's use of data. Please refer to Salient Software Solutions Limited privacy policy, incorporated by reference herein, that is posted on the Website.

7. Agreement to be bound

By using this Website or its Products, you acknowledge that you have read and agree to be bound by this Agreement and all terms and conditions on this Website.

8. General

Force Majeure. Salient Software Solutions Limited will not be deemed in default hereunder or held responsible for any cessation, interruption, or delay in the performance of its obligations hereunder due to earthquake, flood, fire, storm, natural disaster, act of God, war, terrorism, armed conflict, labor strike, lockout, or boycott.

Cessation of Operation. Salient Software Solutions Limited may at any time, in its sole discretion and without advance notice to you, cease operation of the Website and distribution of its Products.

Entire Agreement. This Agreement comprises the entire agreement between you and Salient Software Solutions Limited and supersedes any prior agreements pertaining to the subject matter contained herein.

Effect of Waiver. The failure of Salient Software Solutions Limited to exercise or enforce any right or provision of this Agreement will not constitute a waiver of such right or provision. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect.

Governing Law; Jurisdiction. This Website originates from the Asaba, Delta State. This Agreement will be governed by the laws of Nigeria without regard to its conflict of law principles to the contrary. Neither you nor Salient Software Solutions Limited will commence or prosecute any suit, proceeding or claim to enforce the provisions of this Agreement, to recover damages for breach of or default of this Agreement, or otherwise arising under or by reason of this Agreement, other than in courts located in States of Nigeria. By using this Website or its Products, you consent to the jurisdiction and venue of such courts in connection with any action, suit, proceeding or claim arising under or by reason of this Agreement. You hereby waive any right to trial by jury arising out of this Agreement and any related documents.

Statute of Limitation. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Website or Products or this Agreement must be filed within one (1) year after such claim or cause of action arose or be forever barred.

Waiver of Class Action Rights. BY ENTERING INTO THIS AGREEMENT, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT YOU MAY HAVE TO JOIN CLAIMS WITH THOSE OF OTHER IN THE FORM OF A CLASS ACTION OR SIMILAR PROCEDURAL DEVICE. ANY CLAIMS ARISING OUT OF, RELATING TO, OR CONNECTION WITH THIS AGREEMENT MUST BE ASSERTED INDIVIDUALLY.

Termination. Salient Software Solutions Limited reserves the right to terminate your access to the Website if it reasonably believes, in its sole discretion, that you have breached any of the terms and conditions of this Agreement. Following termination, you will not be permitted to use the Website and Salient Software Solutions Limited may, in its sole discretion and without advance notice to you, cancel any outstanding orders for Products. If your access to the Website is terminated, Salient Software Solutions Limited reserves the right to exercise whatever means it deems necessary to prevent unauthorized access of the Website or its products. This Agreement will survive indefinitely unless and until Salient Software Solutions Limited chooses, in its sole discretion and without advance to you, to terminate it.

Domestic Use. Salient Software Solutions Limited makes no representation that the Website or its Products are appropriate or available for use in locations outside Nigeria. Users who access the Website or its products from outside Nigeria do so at their own risk and initiative and must bear all responsibility for compliance with any applicable local laws

Assignment. You may not assign your rights and obligations under this Agreement to anyone. Salient Software Solutions Limited may assign its rights and obligations under this Agreement in its sole discretion and without advance notice to you.

BY USING THIS WEBSITE OR ITS PRODUCTS YOU AGREE TO BE BOUND BY ALL OF THE TERMS AND CONDITIONS OF THIS AGREEMENT.