Veira Pay Terms of Use

01About these Terms

1.1 These Terms of Use govern your access to and use of the Veira Pay website, dashboard, application programming interfaces, messaging channels and any related service (together, the "Service").

1.2 By creating an account, initiating or funding a transaction, or otherwise using the Service, you confirm that you have read, understood and agreed to these Terms. If you do not agree, you must not use the Service.

1.3 These Terms should be read together with the Veira Pay Privacy Policy and the Veira Pay Electronic Signature Consent Agreement, each of which forms part of your agreement with us.

1.4 Additional terms may apply to specific features. Where they do, those terms are supplemental and, in the event of conflict on the specific subject matter, will take precedence over these Terms.

02What Veira Pay is, and what it is not

2.1 Veira Pay is a technology platform. It allows a buyer to pay for goods or services into a protected holding account, and allows those funds to be released to the seller once the agreed delivery condition is met.

2.2 Veira Africa Ltd is not a bank, deposit-taking institution, or licensed payment service provider. We do not hold customer funds on our own balance sheet and we do not operate under our own banking or payment licence.

2.3 Funds transacted through the Service are held in accounts maintained and operated by our licensed banking infrastructure partner and its underlying licensed financial institutions ("Partner Institutions"). The holding, movement and settlement of funds is performed by those Partner Institutions in accordance with their own licences and regulatory obligations.

2.4 Money held through the Service is not a deposit with Veira Africa Ltd, does not earn interest for you, and is not a savings or investment product.

2.5 We are not a party to the underlying contract of sale between a buyer and a seller. We do not manufacture, supply, inspect, insure, warrant or take ownership of any goods or services transacted through the Service. Responsibility for the goods or services, and for the accuracy of any description of them, rests with the seller.

2.6 We do not provide legal, tax, accounting or financial advice.

03Eligibility

3.1 To use the Service you must:

1. (a) be at least 18 years of age;
2. (b) have the legal capacity to enter into a binding contract;
3. (c) be resident in, or lawfully operating a business in, the Federal Republic of Nigeria, unless we expressly permit otherwise;
4. (d) not be a person or entity subject to sanctions, or listed on any applicable sanctions, terrorism-financing or watch list; and
5. (e) not have previously been suspended or removed from the Service.

3.2 If you use the Service on behalf of a business, you confirm that you are authorised to bind that business, and "you" refers to both you and that business.

04Registration, verification and your account

4.1 You must register an account to use most features of the Service.

4.2 We and our Partner Institutions are required to verify the identity of users under Nigerian anti-money laundering and counter-terrorist financing law. You agree to provide accurate, current and complete information, including where requested your full name, date of birth, National Identification Number, Bank Verification Number, address, business registration details and photographic identification.

4.3 We may carry out identity, address, sanctions, fraud and other checks, directly or through third-party verification providers, at onboarding and at any time afterwards. Access to some or all features may be restricted until verification is complete.

4.4 You must keep your account information accurate and notify us promptly of any change.

4.5 You are responsible for keeping your login credentials, one-time passcodes and device secure. Activity carried out through your account is treated as carried out by you unless you demonstrate otherwise. Notify us immediately at support@veirapay.com if you suspect unauthorised access.

4.6 One person or business may hold only one account unless we agree otherwise in writing.

05How a Veira Pay transaction works

5.1 Creation. A seller creates a transaction specifying the goods or services, the price, the delivery method and the delivery window. A payment link or instruction is shared with the buyer.

5.2 Funding. The buyer pays the transaction amount. Once received and confirmed by the Partner Institution, the funds are held and are not available to the seller.

5.3 Delivery. The seller delivers the goods or services in accordance with the agreed terms and, where required, submits evidence of delivery.

5.4 Release. Funds are released to the seller when the buyer confirms receipt, or automatically on expiry of the confirmation window described at clause 5.5, or on our determination of a dispute under clause 9.

5.5 Automatic release. If the buyer does not confirm receipt and does not raise a dispute within the confirmation window shown on the transaction, the funds will be released to the seller automatically. The confirmation window is displayed to both parties before the transaction is funded.

5.6 Cancellation. A transaction may be cancelled before delivery by mutual agreement of both parties, in which case the funds are returned to the buyer less any fees already incurred, or unilaterally by the buyer at any time before the seller has marked the item as dispatched.

5.7 Expiry. If a transaction is funded but the seller takes no action within the period stated on the transaction, we may cancel the transaction and return the funds to the buyer.

5.8 Timing of settlement depends on the Partner Institutions and the receiving bank. We do not guarantee a settlement time.

06Fees

6.1 Fees for the Service are displayed before a transaction is funded. By funding a transaction you accept the applicable fee.

6.2 Unless stated otherwise on the transaction, the fee is borne by the party indicated at the point of creation.

6.3 Fees charged by third parties, including your bank, card issuer or mobile network, are your responsibility.

6.4 Fees already incurred on a completed or partially performed transaction are not refundable, except where the fee was charged in error by us.

6.5 We may change our fees. Changes will be published on our website and take effect for transactions created after the effective date of the change.

6.6 You are responsible for your own tax obligations arising from your use of the Service, including any obligation to charge, collect or remit value added tax or to account for income arising from sales.

07Your obligations

7.1 You agree that you will not use the Service to:

1. (a) sell, buy or facilitate the transfer of anything unlawful;
2. (b) deal in the Prohibited Items listed at clause 8;
3. (c) launder the proceeds of crime, finance terrorism, or evade tax, exchange control or sanctions;
4. (d) misrepresent goods, services, delivery status or your own identity;
5. (e) operate a lending, investment, deposit-taking, gambling, multi-level marketing or money-transmission scheme;
6. (f) recycle, layer or structure funds between accounts you control, or process transactions that have no genuine underlying sale;
7. (g) infringe the intellectual property, privacy or other rights of any person;
8. (h) upload malicious code, attempt to gain unauthorised access to the Service, probe or test its security, scrape it, or interfere with its operation;
9. (i) use the Service on behalf of an undisclosed third party; or
10. (j) harass, threaten or abuse another user or our staff.

7.2 Sellers must describe goods and services honestly, deliver within the stated window, and respond to buyer and Veira Pay enquiries within a reasonable time.

7.3 Buyers must confirm or dispute delivery honestly and promptly, and must not raise a dispute in bad faith.

7.4 You must comply with all applicable Nigerian law in your use of the Service.

08Prohibited Items

The Service may not be used in connection with: narcotics and controlled substances; prescription medicines sold without lawful authorisation; firearms, ammunition, explosives and their components; stolen goods; counterfeit or pirated goods; human beings, human organs or wildlife protected by law; sexual services and child sexual abuse material; unlicensed financial, insurance or investment products; cryptocurrency, virtual assets and any instrument for their exchange; gambling and betting stakes; personal data sold without a lawful basis; hacking tools and malware; and any other category we notify from time to time.

09Disputes between buyers and sellers

9.1 A buyer may raise a dispute through the Service within the confirmation window where goods or services were not delivered, were materially different from the description, or were damaged on arrival.

9.2 Where a dispute is raised, the funds remain held until the dispute is resolved.

9.3 Both parties will be asked to provide evidence, which may include the original transaction description, delivery records, photographs, and correspondence between the parties. Evidence must be submitted through the Service within the period we specify, or where we direct, to disputes@veirapay.com.

9.4 We will review the evidence and reach a determination, which may be to release the funds to the seller, return the funds to the buyer, or split the funds where a partial outcome is fair on the evidence. We will notify both parties of the outcome and the reason for it.

9.5 Our determination is administrative. It resolves the release of the held funds only. It is not a judicial finding, and it does not extinguish either party's right to pursue the other under the underlying contract of sale or under law.

9.6 We aim to determine disputes within the timeframe published on our website. Where a dispute is complex, or where evidence is outstanding, it may take longer.

9.7 Repeatedly raising disputes in bad faith, or repeatedly losing disputes, may result in restriction or closure of your account.

10Refunds, reversals and errors

10.1 Where funds are returned to a buyer, they are returned to the source of payment or to a bank account in the buyer's own name that we have verified.

10.2 If funds are credited to you in error, we may reverse the credit. You must not spend or dissipate funds you know or ought reasonably to know were credited in error, and you agree to return them on request.

10.3 We may place a hold on funds where we have reasonable grounds to suspect fraud, a breach of these Terms, or a legal or regulatory requirement to do so, and for as long as is necessary to investigate or to comply.

11Suspension, restriction and termination

11.1 We may suspend, restrict or close your account, decline a transaction, or withhold funds where:

1. (a) we reasonably suspect fraud, money laundering, terrorist financing or other criminal conduct;
2. (b) you breach these Terms;
3. (c) you provide false or misleading information, or fail to complete verification;
4. (d) we are required to do so by a Partner Institution, a court, a regulator or by law; or
5. (e) continued provision of the Service to you would expose us or a Partner Institution to unacceptable legal, regulatory or reputational risk.

11.2 Where it is lawful and practicable to do so, we will tell you that we have taken such action and why. There are circumstances in which the law prevents us from disclosing the reason.

11.3 You may close your account at any time by contacting support@veirapay.com, provided that you have no open transactions or unresolved disputes.

11.4 Closure does not affect rights or obligations that accrued before closure, or any clause of these Terms intended to survive termination.

11.5 Where your account is closed and funds remain held to your credit, we will return them to a verified bank account in your name, subject to any lawful hold, deduction of fees due, and any applicable law on unclaimed funds.

12Availability of the Service

12.1 We aim to keep the Service available but we do not guarantee uninterrupted availability. The Service may be unavailable during maintenance, or as a result of failures in third-party systems including the Partner Institutions, the banking network, telecommunications networks and messaging platforms.

12.2 We may modify, add to or withdraw features of the Service. Where a change materially reduces the Service, we will give you reasonable notice unless the change is required urgently for legal, security or operational reasons.

13Third-party platforms

13.1 The Service operates alongside third-party messaging and commerce platforms, including WhatsApp, which is operated by Meta Platforms. We are not affiliated with, endorsed by or acting as agent for any such platform.

13.2 Your use of those platforms is governed by their own terms and privacy policies. We are not responsible for their availability, their policies, or any action they take in respect of your account with them.

14Intellectual property

14.1 The Service, including its software, design, text, graphics, and the Veira Pay and Veira names and logos, is owned by or licensed to Veira Africa Ltd and is protected by intellectual property law.

14.2 We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service for its intended purpose. You may not copy, modify, reverse engineer, distribute, resell or create derivative works from the Service, or use our marks, without our prior written consent.

14.3 You retain ownership of content you submit. You grant us a non-exclusive, royalty-free licence to host, store, reproduce and process that content to the extent necessary to operate the Service, resolve disputes and comply with law.

15Liability

15.1 Nothing in these Terms excludes or limits liability for fraud, fraudulent misrepresentation, death or personal injury caused by negligence, or any liability that cannot lawfully be excluded, including under the Federal Competition and Consumer Protection Act 2018.

15.2 Subject to clause 15.1, we are not liable for:

1. (a) the quality, safety, legality, description or delivery of any goods or services transacted through the Service;
2. (b) the acts, omissions, insolvency or dishonesty of any buyer, seller or other user;
3. (c) loss of profit, loss of business, loss of goodwill, loss of anticipated savings, or any indirect or consequential loss;
4. (d) failures, delays or outages in third-party systems, including Partner Institutions, banks, card networks, telecommunications providers and messaging platforms; or
5. (e) loss arising from your failure to keep your credentials secure, or from your provision of inaccurate information.

15.3 Subject to clause 15.1, our total aggregate liability to you in connection with any transaction is limited to the value of the funds held by us in respect of that transaction, together with any fee we charged you on it.

15.4 The Service is provided on an "as is" and "as available" basis. To the extent permitted by law, we exclude all implied warranties.

16Indemnity

You agree to indemnify us against any claim, loss, liability, cost or expense (including reasonable legal fees) arising from your breach of these Terms, your breach of applicable law, or your dealings with another user, save to the extent caused by our own breach or negligence.

17Complaints

17.1 If you are dissatisfied with the Service, contact us at support@veirapay.com. We will acknowledge your complaint and aim to resolve it within the timeframe published on our website.

17.2 If your complaint concerns the holding or movement of funds and is not resolved to your satisfaction, you may escalate it to the relevant Partner Institution, and thereafter to the Consumer Protection Department of the Central Bank of Nigeria.

17.3 Complaints concerning the handling of your personal data may be made to the Nigeria Data Protection Commission.

18Changes to these Terms

18.1 We may amend these Terms. The current version will always be available at veirapay.com/terms.

18.2 Where an amendment is material, we will give you at least 14 days' notice by email, in-app notification or notice on our website before it takes effect, unless a shorter period is required by law, regulation or to address a security risk.

18.3 Continued use of the Service after an amendment takes effect constitutes acceptance of it. If you do not accept an amendment, you may close your account under clause 11.3.

19General

19.1 Notices. We may communicate with you by email, SMS, in-app notification or messaging channel using the details on your account. It is your responsibility to keep those details current.

19.2 Assignment. You may not assign your rights under these Terms. We may assign or transfer ours to a group company or to a successor in business on notice to you.

19.3 Severability. If any provision is found unenforceable, the remaining provisions continue in force.

19.4 No waiver. A delay or failure to enforce a right is not a waiver of it.

19.5 Entire agreement. These Terms, together with the Privacy Policy and the Electronic Signature Consent Agreement, constitute the entire agreement between us in respect of the Service.

19.6 Third parties. No person other than you and us has a right to enforce these Terms.

19.7 Force majeure. We are not liable for failure to perform caused by events beyond our reasonable control.

20Governing law and dispute resolution

20.1 These Terms are governed by the laws of the Federal Republic of Nigeria.

20.2 The parties will first attempt to resolve any dispute arising out of these Terms in good faith through negotiation within 30 days of written notice of the dispute.

20.3 Failing resolution, the dispute may be referred to mediation, or determined by the courts of Lagos State, to whose jurisdiction the parties submit. Nothing in this clause prevents either party from seeking urgent injunctive relief.

21Contact

Veira Africa Ltd (RC 9701353)
No. 10 Ogombo Road, Abraham Adesanya, Lekki-Epe, Lagos, Lagos State, Nigeria
General enquiries: hello@veirapay.com
Support: support@veirapay.com
Disputes: disputes@veirapay.com
Web: veirapay.com