Terms of Service

1. Acceptance of Terms

By accessing or using AfroSynergy ("the Platform", "we", "us", "our"), you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy, Cookie Policy, and Acceptable Use Policy (collectively, "Policies"). If you are using the Platform on behalf of an organization, you represent that you have authority to bind that organization. If you do not agree to these Terms or the Policies, do not use our services.

2. Definitions

• Platform: The AfroSynergy website, applications, APIs, PWA, and all related services.
• User, you, your: Any person or entity that accesses or uses the Platform.
• Content: Text, data, images, documents, attachments, or other materials you submit or transmit through the Platform.
• Services: Partner discovery, AI-powered opportunity matching, verification, deal rooms, escrow, projects workspace, messaging (including attachments), e-signatures, video verification, subscriptions, African and international payments, trust scores, referrals, and notifications.
• Deal / Deal Room: A structured transaction space on the Platform where parties agree milestones, fund escrow, share documents, and complete delivery; disputes may be resolved through our resolution process.
• Milestone: An agreed deliverable or condition in a deal; funds may be held in escrow per milestone and released upon completion or dispute resolution.
• Project: A workspace (where enabled) for post-deal execution, including tasks, team, files, and activity tracking.
• Transaction: Any deal, payment, escrow fund or release, subscription, or commission paid through or in connection with the Platform.
• Commission: Fees we charge when a deal is closed following an introduction or facilitation through AfroSynergy.
• Escrow: Holding of funds (e.g. via our payment partners) until milestone completion or agreed outcome; disputes may be escalated for admin resolution.

3. Eligibility

You must be at least 18 years of age and have the legal capacity to enter into binding contracts. The Platform is intended for businesses, investors, professionals, and other stakeholders; it is not for consumer or personal use in a way that would circumvent applicable consumer protection laws. You must not be prohibited by law or by our Acceptable Use Policy from using the Platform (e.g. sanctioned individuals or entities). We may require proof of identity, business registration, or authority at any time.

4. Description of Service

AfroSynergy provides a digital platform connecting African businesses with international partners, investors, and professional talent. Our services include:

• Opportunities and matching: Posting and discovering opportunities; AI-powered matching of profiles to opportunities; saved opportunities and applications.
• Verification and due diligence: Identity and business verification; trust scores; optional video verification for applications; KYC/AML and sanctions screening in line with our Compliance Framework.
• Deal rooms: Creating and managing deals with participants, milestones, documents, and activity; e-signatures (e.g. via Dropbox Sign/HelloSign) for documents; messaging and file attachments within deals.
• Escrow: Per-milestone escrow funding (e.g. via Stripe); release on milestone completion or following dispute resolution; admin-assisted resolution for escrow disputes where applicable.
• Projects workspace: Where enabled, project workspaces for task management, team collaboration, file sharing, and activity tracking, including conversion from a deal.
• Messaging and notifications: In-app messaging with attachments; in-app and push notifications (where you opt in); email notifications for key events.
• Payments: Subscription plans (where offered); commission and facilitation fees; international payment processing (e.g. Stripe); African payment options (e.g. Paystack, Flutterwave, including mobile money where available).
• Referrals and feedback: Referral programmes and optional surveys (e.g. NPS) to improve the service.

We may add, modify, or discontinue features with notice where required. Access to certain features (e.g. projects, escrow) may be subject to eligibility, verification, or plan.

5. User Accounts

5.1 Registration

To access certain features, you must create an account with accurate and complete information. You are responsible for maintaining the confidentiality of your account credentials and for all activities under your account. You must notify us immediately of any unauthorized access or breach.

5.2 Verification

We may require identity, business, or address verification to access certain features or transaction thresholds. Verification may be provided by you or by third-party providers we use. Failure to complete verification may result in account limitations, including lower transaction limits or restricted access to deal rooms and escrow.

5.3 Account Security

You must use a strong password and, where offered, enable multi-factor authentication. You are responsible for all use of your account. We are not liable for losses arising from unauthorized use of your credentials unless we have failed to apply reasonable security measures.

6. User Conduct

You must comply with our Acceptable Use Policy, which prohibits fraud, financial crimes, illegal goods, harmful content, and platform abuse. In addition, you agree not to:

• Provide false or misleading information
• Use the platform for fraudulent purposes
• Harass or harm other users
• Violate any applicable laws or regulations
• Attempt to circumvent platform security
• Scrape or collect data through automated means
• Circumvent platform fees after an introduction is made through AfroSynergy

7. Verification Services

Our verification services provide information based on available data. While we strive for accuracy, we do not guarantee the completeness or accuracy of verification results. Users should conduct their own due diligence.

8. Fees and Payments

Certain services require payment. All fees are non-refundable unless otherwise stated. We reserve the right to modify pricing with 30 days notice to active subscribers.

8.1 Off-Platform Circumvention

Any transaction between parties who have been introduced, connected, or otherwise brought into contact through AfroSynergy — whether via the Introduction Request, Connection, Deal Room, or any other platform feature — remains subject to AfroSynergy's applicable commission schedule for a period of 24 months following the date of introduction, regardless of whether the transaction is ultimately completed on or off the platform.

"Off-platform circumvention" means transacting with, or directing any business to, a party you first encountered through AfroSynergy in a manner that bypasses our commission. This includes, but is not limited to, using alternative payment channels, restructuring a transaction to avoid platform fees, or encouraging a counterparty to transact outside the platform.

9. Escrow Services

Escrow is provided through our payment partners (e.g. Stripe). Funds are held per milestone and released when the milestone is completed or when a dispute is resolved. Disputes may be escalated for admin-assisted resolution; outcomes determine release or refund. We act as a facilitator and are not a party to your underlying commercial transactions. African payment methods (e.g. Paystack, Flutterwave) may be used where available for funding or payouts, subject to their terms and local regulations.

10. Intellectual Property

All content on the Platform is owned by AfroSynergy or its licensors. Users retain ownership of their submitted content but grant AfroSynergy a worldwide, non-exclusive license to use, reproduce, and display such content for service provision purposes.

11. Indemnification

You agree to indemnify, defend, and hold harmless AfroSynergy, its affiliates, officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising from: (a) your use of the Platform; (b) your Content or conduct; (c) your breach of these Terms or the Policies; (d) your transactions with other users or third parties; or (e) any dispute between you and another user. We reserve the right to assume the exclusive defense and control of any matter subject to indemnification by you.

12. Limitation of Liability

To the maximum extent permitted by law, AfroSynergy and its affiliates shall not be liable for any indirect, incidental, special, consequential, or punitive damages (including loss of profits, data, or goodwill) arising from your use of the Platform or these Terms. Our total aggregate liability for any claims arising in connection with the Platform or these Terms is limited to the greater of (a) the fees you paid to us in the 12 months preceding the claim, or (b) $100 USD. Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions, our liability will be limited to the fullest extent permitted by law.

13. Dispute Resolution

Any dispute, claim, or controversy arising out of or relating to these Terms or the Platform shall first be addressed through good-faith negotiation. If not resolved within 30 days, the dispute shall be resolved by binding arbitration in accordance with the rules of the Lagos Court of Arbitration (or, at our election, another recognized arbitration body). The seat of arbitration shall be Lagos, Nigeria, and the language shall be English. You retain the right to bring an individual claim in small claims court if it qualifies. Nothing in these Terms prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction.

14. Class Action and Jury Waiver

You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action. You waive any right to a jury trial. If a court or arbitrator determines that this class action waiver is unenforceable, the arbitration agreement in Section 13 shall be void as to that dispute, but the rest of the Terms shall remain in effect.

15. Termination

We may suspend or terminate your account and access to the Platform at any time, with or without cause or notice, including for breach of these Terms or our Acceptable Use Policy. You may close your account at any time through account settings. Upon termination: (a) your right to use the Platform ceases immediately; (b) we may delete or retain your data in accordance with our Privacy Policy and legal obligations; (c) provisions that by their nature should survive (including indemnification, limitation of liability, and dispute resolution) will survive.

16. Changes to Terms

We may modify these Terms at any time. We will notify you of material changes by email to your registered address and/or by a prominent notice on the Platform at least 30 days before the effective date. Your continued use of the Platform after the effective date constitutes acceptance of the revised Terms. If you do not agree, you must stop using the Platform and may close your account before the effective date.

17. Force Majeure

Neither party shall be liable for failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemics, government actions, embargoes, strikes, or failures of third-party infrastructure (e.g. payment processors, cloud providers). The affected party shall use reasonable efforts to mitigate the effect of such events and resume performance as soon as practicable.

18. Notices

Notices to you may be sent to the email address associated with your account or displayed on the Platform. Notices to AfroSynergy must be sent in writing to the address published on our website or via our contact form. Notices are deemed given when sent (email) or when received (post). You consent to electronic delivery of notices and other communications.

19. Severability

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions will remain in full force and effect. The invalid or unenforceable provision shall be modified to the minimum extent necessary to make it valid and enforceable while preserving the parties' intent, or if that is not possible, severed.

20. Entire Agreement

These Terms, together with the Privacy Policy, Cookie Policy, Acceptable Use Policy, Refund Policy, and any other policies or guidelines we publish on the Platform, constitute the entire agreement between you and AfroSynergy regarding the Platform and supersede any prior agreements, communications, or understandings.

21. Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign our rights and obligations under these Terms to an affiliate or in connection with a merger, acquisition, or sale of assets, with notice to you where required by law.

22. Governing Law

These Terms are governed by the laws of the Federal Republic of Nigeria, without regard to conflict of law principles. For users in the European Union or other jurisdictions, mandatory consumer or data protection laws of your country may apply in addition to or instead of Nigerian law to the extent required.

23. Contact

Questions about these terms? Submit an inquiry.