TERMS OF SERVICE

 

 

These Terms of Service governs our relationship with customers in relation to the services we provide to Customers. By using or accessing AfricaLinked, Customer agrees to these Terms of Service, as updated from time to time.

Because a wide range of services are available on AfricaLinked, AfricaLinked may ask Customer to review and accept supplemental terms that apply to Customer’s interaction with a specific app, product, or service. Where there is a conflict between the supplemental terms and these Terms of Service, these Terms of Service shall prevail.

These Terms of Service and the supplemental terms may be amended from time to time without notice to any Customer.

          

  1. 1 Definitions 

The following terms, whenever used in these Terms of Service, have the meanings set forth below:

 

    1. 1.1 "Affiliate"  in relation to any Party hereto means any Person, directly or indirectly, controlling, controlled by, or under common control with the Party; and "control" means the direct or indirect possession of the power to direct or cause the direction of the management and policies of another Person, whether through the ownership of voting securities, by contract or otherwise.  

    2. 1.2 "Category"  means the subject matter query categories or equivalent codes.  

    3. 1.3 "Customer Content"  means any data or information that resides on servers owned and operated by Customer, other than the STARTUPS WEST AFRICA LIMITED ( SUWAL AfricaLinked ) Content.  

    4. 1.4 "Listings"  means any listing information or associated advertising for businesses located in the Territory and does not include Customer Listings. .  

    5. 1.5 "Marks"  means trademarks, service marks , and logos.  

    6. 1.6 "Person"  means any natural person, corporation, partnership, and limited liability company or other legal entity.  

    7. 1.7 "Query"  means a user's unique query during a single user session on the SUWAL AfricaLinked website by the user entering a query through a search box; or a search or link that the user submits or clicks whereby the user expects to receive and would reasonably assume that he or she will be provided with geographically-relevant business information consistent with a business directory search result. Queries shall not include any queries which arise from "robots," "spiders," "web crawlers" or other automated processes, devices, programs, algorithms or methodologies. SUWAL AfricaLinked reserves the right to audit such traffic periodically to ensure it is consistent with SUWAL AfricaLinked standards.  

    8. 1.8 "Territory"  means the 54 African countries.  

    9. 1.9 “User“ means members of the public who make use of the SUWAL Website. AfricaLinked website. A Customer can be a User.  

    10. 1.10 "SUWAL "AfricaLinked Basic Listing"  means a SUWAL an AfricaLinked Listing that only contains the SUWAL AfricaLinked Basic Listing Information.  

    11. 1.11 "SUWAL "AfricaLinked Basic Listing Information"  means the basic listing information of a business that is included in the SUWAL AfricaLinked Online Directory, including the business name, street address, city, state, zip postal code, primary telephone number and Category. This shall be accessible and viewable by the public free-of-charge to the limit of 20 views per month.  

    12. 1.12 "SUWAL "AfricaLinked Content"  means the SUWAL AfricaLinked Marks, SUWAL AfricaLinked Basic Listing Information, SUWAL AfricaLinked Enhanced Data and the SUWAL AfricaLinked Featured Listings and embedded metadata and comments.  

    13. 1.13 "SUWAL "AfricaLinked Online Directory"  means a website currently located at  http://www.xxx.com  (the  " SUWAL Website AfricaLinked website " ) which contains, among other things, a web-based electronic directory with listings for various merchants in the 54 African Countries .  

    14. 1.14 "SUWAL "AfricaLinked Enhanced Data"  means the advertising and detailed information about a business that is in addition to the SUWAL AfricaLinked Basic Listing Information and is included in the SUWAL AfricaLinked Online Directory and transmitted to SUWAL AfricaLinked Online Directory Users.  

    15. 1.15 "SUWAL "AfricaLinked Featured Listing"  means a SUWAL AfricaLinked Listing of a business located in the Territory that may contain the information which comprises an SUWAL AfricaLinked Basic Listing; and SUWAL AfricaLinked Enhanced Data for which SUWAL AfricaLinked is either compensated by the Customer or advertiser or SUWAL AfricaLinked otherwise has a business relationship with such advertiser that provides for such advertisement and which is displayed in the advertiser sections of the SUWAL AfricaLinked Online Directory (i.e. not a free or basic SUWAL AfricaLinked Listing). The information. This shall be accessible and viewable by the public free-of-charge on an unlimited basis for the term of the listing.  

    16. 1.16 "SUWAL "AfricaLinked Listing"  means the SUWAL AfricaLinked Basic Listings and SUWAL AfricaLinked Featured Listings that are displayed on the SUWAL AfricaLinked Online Directory.  

    17. 1.17 Verified Customer means a Customer who has presented to Africalinked a means of identification, and whose means of identification matches the name claimed by the Customer.  

 

  1. 2 Implementation and Provisioning of SUWAL AfricaLinked Content  

    1. 2.1 SUWAL AfricaLinked may restrict or exclude any traffic from Users (a Customer can be a User) which (i) present any technical problems or difficulties caused by such traffic (e.g., malformed search requests, excessive retries), (ii) violate any applicable law, rule or regulation, or (iii) in the case of content from Customers, violate SUWAL's AfricaLinked's applicable content policy or otherwise adversely affect SUWAL's AfricaLinked's public image, reputation or goodwill. Unless SUWAL determines, in its commercially reasonable discretion, that it needs to make such change or modification immediately, SUWAL will provide Customer  (if the Customer is a User in this context) with advance notice of any such restriction or exclusion. Such changes or modifications may be made immediately.  

    2. 2.2 Customer must provide a minimum of xxx Queries per month within xxx months of SUWAL accepting Customer’s data.  

    3. 2.3 Changes to the SUWAL Content In the event Customer wishes to add, delete, edit or modify any SUWAL Listing relating to him, Customer shall contact SUWAL (at the customer service telephone number provided by SUWAL) to make such Customer owns all of the content and information Customer posts on AfricaLinked, and Customer can control how it is shared through Customer’s privacy and application settings. In addition , deletion, edit or modification. :  

 

      1. 2.3.1 When Customer publishes content or information using the Public setting, it means that Customer is allowing everyone, including people off of AfricaLinked, to access and use that information, and to associate it with Customer. 

      2. 2.3.2 AfricaLinked always appreciates Customer’s feedback or other suggestions about AfricaLinked, but Customer understands that AfricaLinked may use Customer’s feedback or suggestions without any obligation to compensate Customer for them.  

  1. 3 Co-ordination of Search Functionality Changes 

    1. 3.1 If SUWAL changes AfricaLinked may at any time without notice to Customer change its site specifications regarding search functionality , it shall notify Customer of such changes. .  

 

 

  1. 4 Obligations of parties  

    1. 4.1 Obligations of SUWAL AfricaLinked  

      1. 4.1.1 AfricaLinked shall provide Customer with tools to help protect its intellectual property rights. To learn more, visit our How to Report Claims of Intellectual Property Infringement page. 

 

 

    1. 4.2 Obligations of Customer 

      1. 4.2.1 Customer shall comply with the FACEBOOK PRIVACY POLICY, and SUWAL’s various content policies which include but are not limited to: 

      2. 4.2.2 By using or accessing AfricaLinked Services, Customer agrees that AfricaLinked can collect and use such content and information in accordance with our Data Policy as amended from time to time.  

      3. 4.2.3 Customer shall also comply with the PRIVACY POLICY, and AfricaLinked’s supplemental terms which include but are not limited to: 

        1. 4.2.3.1 Advertising Policy; 

        2. 4.2.3.2 Data Policy; 

        3. 4.2.3.3 Security Policy; and  

        1. 4.2.3.4 The Payment Terms; 

        2. 4.2.3.5 Self-Service Ad terms; 

        3. 4.2.3.6 Promotions Guidelines; 

        4. 4.2.3.7 AfricaLinked Brand Resources Guidelines; and  

        5. 4.2.3.8 AfricaLinked’s Community Standards  

 

      1. 4.2.4 Customer shall not , in a manner inconsistent with our AfricaLinked Brand Resources Guidelines, display and distribute SUWALAfricaLinked Content as part of its own directory on any of its websites, if any; and through any websites on its network, if any. 

      2. 4.2.5 Customer shall not post unauthorized commercial communications (such as spam) on AfricaLinked. 

      3. 4.2.6 Customer shall not register any Mark of AfricaLinked or any confusingly similar mark as a corporate or trade name, domain name, trademark or service mark in any country or territory. 

      4. 4.2.7 Customer shall not collect Users' content or information, or otherwise access AfricaLinked, using automated means (such as harvesting bots, robots, spiders, or scrapers) without the prior permission of AfricaLinked. 

      5. 4.2.8 Customer shall not engage in multi-level marketing, such as a pyramid scheme, on AfricaLinked. 

      6. 4.2.9 Customer shall not upload viruses or other malicious code. 

      7. 4.2.10 Customer shall not solicit login information or access an account belonging to someone else. 

      8. 4.2.11 Customer shall not bully, intimidate, or harass any User. 

      9. 4.2.12 Customer shall not post content that: is hate speech, threatening, or pornographic; incites violence; or contains nudity or graphic or gratuitous violence. 

      10. 4.2.13 Customer shall not develop or operate a third-party application containing alcohol-related, dating or other mature content (including advertisements) without appropriate age-based restrictions. 

      11. 4.2.14 Customer shall not use AfricaLinked to do anything unlawful, misleading, malicious, or discriminatory. 

      12. 4.2.15 Customer shall not do anything that could disable, overburden, or impair the proper working or appearance of AfricaLinked, such as a denial of service, attack, or interference with AfricaLinked Featured Listings or AfricaLinked Listings or other functionality. 

      13. 4.2.16 Customer shall not facilitate or encourage any violations of These Terms of Service or our supplemental terms. 

      14. 4.2.17 Customer shall not provide any false information on AfricaLinked, or create an account for anyone other than himself without permission from AfricaLinked. 

      15. 4.2.18 Customer shall not create more than one personal account. 

      16. 4.2.19 If AfricaLinked disables Customer’s account, you will not create another one without our permission. 

      17. 4.2.20 Customer shall keep his contact information accurate and up-to-date. 

      18. 4.2.21 Customer shall not share his password (or in the case of developers, Customer’s secret key), let anyone else access his account, or do anything else that might jeopardize the security of his account. 

      19. 4.2.22 Customer shall not transfer his account (including any AfricaLinked Featured Listing or AfricaLinked Listing) to anyone without first getting written permission from AfricaLinked. 

      20. 4.2.23 Customer shall not post content or take any action on the AfricaLinked Online Directory that infringes or violates someone else's rights or otherwise violates the law. 

      21. 4.2.24 Customer shall not use our copyrights or Trademarks or any confusingly similar marks, except as expressly permitted by our Brand Usage Guidelines or with our prior written permission. 

      22. 4.2.25   If you collect information from users, you will: obtain their consent, make it clear you (and not AfricaLinked) are the one collecting their information, and post a privacy policy explaining what information you collect and how you will use it; and Customer shall not post anyone's identification documents or sensitive financial information on the AfricaLinked Online Directory publicly. 

      23. 4.2.26 Customer shall not tag users or send email invitations to non-users without their consent.  

      24. 4.2.27 Customer shall not use (except to fulfil its obligations under these Terms of Service) or disclose to any third person any Confidential Information disclosed to or obtained by Customer from AfricaLinked. For purposes of these Terms of Service, the term  "Confidential Information"  shall mean all technical, business, and other information of AfricaLinked disclosed to or obtained by Customer, in connection with these Terms of Service, whether prior to, on or after the date of these Terms of Service, that is designated as confidential or given the nature of the information or the circumstances surrounding disclosure should reasonably be considered confidential or proprietary, including, without limitation, any technical or non-technical data, designs, methods, techniques, drawings, processes, products, inventions, improvements, methods or plans of operation, research and development, business plans and financial information of such Party. The Parties acknowledge and agree that (i) the AfricaLinked Content (except for portions thereof that are publicly displayed on the AfricaLinked Online Directory pursuant to these Terms of Service) contains Confidential Information of AfricaLinked. The restrictions contained in this  Section 4.2.27 shall not apply to any information which (i) was publicly available or otherwise known to the receiving Party at the time of disclosure, (ii) subsequently becomes publicly available through no act or omission by the receiving Party or any of its employees, agents or contractors, (iii) is or has been independently developed by the receiving Party without violation of these Terms of Service, or (iv) subsequently becomes otherwise known to the receiving Party other than through disclosure by the disclosing Party or its employees, agents or contractors.  

      25. 4.2.28 If Customer becomes legally compelled to disclose any Confidential Information of AfricaLinked (whether by judicial or administrative order, applicable law, rule or regulation, or otherwise), Customer shall provide the AfricaLinked with prior notice thereof so that AfricaLinked may seek a protective order or other appropriate remedy to prevent such disclosure. If such protective order or other remedy is not obtained prior to the time such disclosure is required, Customer required to make the disclosure will only disclose that portion of such Confidential Information which it is legally required to be disclosed .  

      26. 4.2.29 Customer shall not assign these Terms of Service without the prior written consent of AfricaLinked, and any attempted assignment without such consent shall be void.  

  1. 5 Reporting 

    1. 5.1 Customer shall provide to SUWAL AfricaLinked all data and information necessary for SUWAL AfricaLinked to submit to Customer the invoice contemplated by  Section 6.2 below , by the 10th of the month following the end of the month for which the invoice is due. If the 10th falls on a weekend or legal holiday, the due date shall be the first following business day. .  

 

  1. 6 Payment Terms 

    1. 6.1 Customer will pay to SUWAL, subject to the fee schedule set out in the Appendix to these Terms of Service . 

    2. 6.2 All SUWAL invoices are due and payable by Customer within thirty (30) days after Customer's receipt thereof. If Customer disputes any invoiced amount hereunder, the Parties will work together in good faith to resolve any such payment dispute within ninety (90) days of Customer communicating its dissent, during which time any such amounts Customer disputes in good faith shall not be due and payable provided Customer pays all undisputed amounts when due. Measurements and amounts An electronic invoice for renewal shall be sent by AfricaLinked to Customer at the end of the term of his Enhanced Data on the AfricaLinked Online Directory. Amounts due for partial months shall be pro-rated for such partial month . s.  

    3. 6.3 AfricaLinked reserves the right not to refund payments made to it by Customers under all circumstances.  

  1. 7 Termination 

    1. 7.1 The relationship between SUWAL and the Customer may be terminated by written notice to the other Party upon the occurrence of any of the following events: (a) the other Party If you violate the letter or spirit of these Terms of Service, or otherwise create risk or possible legal exposure for AfricaLinked, AfricaLinked can stop providing all or part of AfricaLinked Online Directory to you. Africalinked may also delete Customer’s account or disable Customer’s application at any time without notice. 

    2. 7.2 The relationship between AfricaLinked and Customer shall not be terminated by Customer without written notice to AfricaLinked where AfricaLinked commits a material breach of these Terms of Service and such breach remains uncured for thirty (30 seven (7 ) days following notice of breach by the terminating Party as provided herein Customer ; provided, however, if the nature of the breach is not curable using best efforts within thirty (30 seven (7 ) days from notice of breach, then the cure period for such breach shall be extended to the extent necessary for the Party AfricaLinked to cure the breach using its best efforts up to a maximum cure period of ninety (90) days from notice of breach ; or (b) a petition for relief under any bankruptcy legislation is filed by or against the other Party; or the other Party makes an assignment for the benefit of creditors; or a receiver is appointed for all or substantially all of the other Party's assets. .  

    3. 7.3 In the event that Customer either (a) merges with, acquires or is acquired by a company in material competition with SUWAL; or (b) determines that it will engage in merchant advertising in material competition with SUWAL, Customer will provide SUWAL with written notice of (x) such merger or acquisition, upon the completion of the transaction, and (y) such determination, at least ninety (90) days prior to engaging in any such merchant advertising. In such event, SUWAL will have the right to terminate these Terms of Service with immediate effect. 

    4. 7.4 The provisions contained in Sections  1, 6, 7, 8.2, 9, 10, 11, 12 , 13 .4, 13 12 .6, 13 12 .8 of these Terms of Service shall survive the expiration or termination of these Terms of Service for any reason.  

    5. 7.5 Upon the expiration or termination of these Terms of Service for any reason, each Party will (i) cease any and all use of the other Party's Marks, (ii)  SUWAL AfricaLinked will cease providing and Customer will cease any and all use of and shall no longer have any right, title or interest in or to any such SUWAL AfricaLinked Content and, as between the Parties, SUWAL AfricaLinked shall have sole right, title and interest therein and thereto and shall not be restricted from using any such SUWAL AfricaLinked Content for any and all purposes , and (iii) as shall be agreed between the parties hereto, return to the other Party or destroy the other Party's Confidential Information. .  

 

Nothing contained in these Terms of Service is intended to or shall be construed to prevent or restrict in any manner either party's use and/or display following the expiration or termination of these Terms of Service of any data obtained by a party independently of the other party.

 

 

  1. 8 Grant of License and Proprietary License 

    1. 8.1 Customer ( "Licensor"  hereunder) hereby grants to SUWAL AfricaLinked ( "Licensee"  hereunder) the personal, non-exclusive, revocable right to use the Licensor Marks provided by the Licensor to the Licensee hereunder solely for the purposes set forth in these Terms of Service. No license is granted hereunder for the use of any Licensor Marks for any other purpose other than the products, services and purposes in respect of which the Licensor has interest in the SUWAL AfricaLinked website.  

    2. 8.2 Licensee recognizes the validity of, and will do nothing inconsistent with, or which would negatively impact, the Licensor's rights in and ownership of the Licensor's Marks or the goodwill represented thereby. Licensee further recognizes that all use of the Licensor Marks by it shall inure to the benefit of, and be on behalf of Licensor. Neither Party has the right to register any Mark of the other Party or any confusingly similar mark as a corporate or trade name, domain name, trademark or service mark in any country or territory. 

    3. 8.3 Except for the rights and licenses expressly granted herein, SUWAL AfricaLinked and its Affiliates reserve all rights, title and interest in and to the SUWAL AfricaLinked Content, and nothing contained in these Terms of Service shall be construed as conferring upon Customer any right or license in the SUWAL AfricaLinked Content, by implication, estoppel or otherwise. Without limiting the generality of the foregoing, except for the rights and licenses expressly granted herein, Customer is not authorized to (a) create any derivative works of the SUWAL AfricaLinked Content, or to use or reproduce the SUWAL AfricaLinked Content for the purpose of extracting factual information therefrom, (b) use, copy, distribute, license, modify or otherwise use on any Customer website (c) use the SUWAL AfricaLinked Content to send unsolicited commercial e-mails or similar correspondence, or (d) use the SUWAL AfricaLinked Content following the expiration or earlier termination of these Terms of Service  or, during the term of these Terms of Service, for any purpose other than as contemplated by these Terms of Service.  

  1. 9 Representations and Warranties 

    1. 9.1 Each Party hereby represents and warrants to the other Party that it has, and will have at all times during the term of these Terms of Service, the right, power and authority to enter into these Terms of Service, and to perform the obligations and to grant the rights and licenses contemplated hereby in accordance with the terms of these Terms of Service. 

    2. 9.2 Customer represents and warrants that, its content does not contain any materials that infringe upon any copyright, trademark, patent, trade secret or any other intellectual property or proprietary rights of others. In the event Customer becomes aware that its content infringes upon the intellectual property rights of others, Customer shall modify the infringing content such that it is no longer infringing or remove the infringing content from the SUWAL AfricaLinked website immediately, if so required by SUWAL. AfricaLinked.  

    3. 9.3 All messages exchanged on the AfricaLinked online Directory shall not be encrypted, and AfricaLinked may have visibility of same at any time. 

    4. 9.4 Except as expressly set forth herein, SUWAL Africalinked shall not make to any user in respect of any customer or their products/services any representations or warranties of any kind, express, implied or statutory, including, without limitation, any implied warranty of qualification, competence, merchantability, fitness for a particular purpose, title or non-infringement, and shall disclaim the same. Without limiting the generality of the foregoing, except as expressly set forth herein, SUWAL Africalinked makes no representation or warranty that the SUWAL Africalinked online directory and SUWAL Africalinked data feed will operate uninterrupted or error free. It is also specifically recorded that all Verified Customers are merely those who have presented to Africalinked a means of identification, and whose means of identification matches the name claimed by the Customer. It is not an indication of the validity of the means of identification, or the authenticity of the identity claimed by the Customer.  

 

  1. 10 Indemnification 

    1. 10.1 Subject to the terms and conditions of these Terms of Service, Customer shall defend and hold harmless SUWAL AfricaLinked , its Affiliates and sub-licensees, their respective successors and assigns, and their respective officers, employees, directors, agents and contractors (in their individual capacities or otherwise) (collectively, the  " SUWAL AfricaLinked Indemnitees" ), from and against any third party claim or third party cause of action: (i) arising from Customer' material breach of these Terms of Service or for any other action of the Customer ; or (ii) alleging that the Customer websites, the Customer network, the Customer Marks or any portion or contents thereof (other than any SUWAL AfricaLinked Listings, SUWAL AfricaLinked Marks, SUWAL AfricaLinked Content or any portion or contents thereof used with or displayed thereon and provided by SUWAL AfricaLinked ), (a) infringes upon or misappropriates the intellectual property or proprietary rights of others (including, without limitation, any moral rights); (b) violates any right of privacy or publicity; (c) is defamatory, slanderous or libelous; (d) is fraudulent or misleading; or (e) violates any applicable law, rule or regulation [claims and causes of action described in (i) and (ii)(a) through (e) collectively referred to as, the  " SUWAL AfricaLinked Covered Claims" ]. Customer will indemnify, pay on demand, and hold the SUWAL AfricaLinked Indemnitees harmless from and against any losses arising from any SUWAL AfricaLinked Covered Claim or any proceedings relating thereto.  

 

  1. 11 Confidentiality 

    1. 11.1 For purposes of these Terms of Service, the term  "Confidential Information"  shall mean all technical, business, and other information of Customer disclosed to or obtained by SUWAL, or of SUWAL disclosed to or obtained by Customer, in connection with these Terms of Service, whether prior to, on or after the date of these Terms of Service, that is designated as confidential or given the nature of the information or the circumstances surrounding disclosure should reasonably be considered confidential or proprietary, including, without limitation, any technical or non-technical data, designs, methods, techniques, drawings, processes, products, inventions, improvements, methods or plans of operation, research and development, business plans and financial information of such Party. The Parties acknowledge and agree that (i) the SUWAL Content (except for portions thereof that are publicly displayed on the SUWAL Online Directory pursuant to these Terms of Service) contains Confidential Information of SUWAL and (ii) the identity of the websites comprising the Customer Network is Confidential Information of Customer.  

    2. 11.2 Neither Party shall use (except to fulfil the Party's obligations under these Terms of Service) or disclose to any third person (except as expressly permitted under this  Section 12 ) any Confidential Information disclosed to or obtained by that Party from the other Party. Each Party shall be directly responsible for any unauthorized use or disclosure of the other Party's Confidential Information by its employees, agents or contractors.  

    3. 11.3 If either Party becomes legally compelled to disclose any Confidential Information of the other Party (whether by judicial or administrative order, applicable law, rule or regulation, or otherwise), that Party shall use all reasonable efforts to provide the other Party with prior notice thereof so that the other Party may seek a protective order or other appropriate remedy to prevent such disclosure. If such protective order or other remedy is not obtained prior to the time such disclosure is required, the Party required to make the disclosure will only disclose that portion of such Confidential Information which it is legally required to be disclosed. 

    4. 11.4 The restrictions contained in this  Section 11 shall not apply to any information which (i) was publicly available or otherwise known to the receiving Party at the time of disclosure, (ii) subsequently becomes publicly available through no act or omission by the receiving Party or any of its employees, agents or contractors, (iii) is or has been independently developed by the receiving Party without violation of these Terms of Service, or (iv) subsequently becomes otherwise known to the receiving Party other than through disclosure by the disclosing Party or its employees, agents or contractors.  

  1. 12 Compliance with Laws 

    1. 12.1 Each Party shall comply with all applicable laws, rules and regulations in the performance of these Terms of Service, including, without limitation, any applicable laws, rules and regulations concerning the collection, use and distribution of information collected via the Internet. Failure to comply with this Section 12 shall be deemed a material breach of these Terms of Service. 

    2. 12.2 AfricaLinked strives to create a global community with consistent standards for everyone, but AfricaLinked also strive to respect local laws. The following provisions apply to users and non-users who interact with the AfricaLinked Online Directory outside the Federal Republic of Nigeria:  

      1. 12.2.1 Customer consents to having Customer’s personal data transferred to and processed in the Federal Republic of Nigeria. 

      2. 12.2.2 If you are located in a country embargoed by the Federal Republic of Nigeria, you will not be allowed to use the AfricaLinked Online Directory. 

      3. 12.2.3 Certain specific terms that apply only for Angolan and Mozambican Customers are available here.  

 

  1. 13 Miscellaneous 

    1. 13.1 Force Majeure.  Neither Party shall be liable to the other for any default or delay in the performance of any of its obligations under these Terms of Service if such default or delay is caused, directly or indirectly, by any acts of God, acts of civil or military authorities, civil disturbances, wars, acts of terrorism, strikes or other labour disputes, transportation contingencies, extraordinary Internet system-wide congestion, other catastrophes or any other cause beyond such Party's control (each, a  "Force Majeure Event" ); provided, however, that the Party affected by the Force Majeure Event shall provide the other Party with prompt written notice of the Force Majeure Event and use commercially reasonable efforts to minimize the effect of the Force Majeure Event upon such Party's performance; provided, further, that should the performance by either Party of its obligations under these Terms of Service  be prevented by a Force Majeure Event for more than sixty (60) days, the other Party shall have the right to terminate these Terms of Service  with immediate effect.  

    2. 13.2 Assignment.   Neither Party AfricaLinked may assign these Terms of Service without the prior written consent of the other Party, and any attempted assignment without such consent shall be void Customer .  

    3. 13.3 Notice.  Unless otherwise specified herein, all notices and other communications required or permitted to be given or made hereunder shall be in writing and delivered via email transmission at support@africalinked.com , to the intended recipient thereof at such Party's email address communicated in writing from time to time. Any notice or communication required or permitted to be given or made hereunder shall be dee med to have been duly given immediately .  

    4. 13.4 Independent Contractors.  The Parties acknowledge that the relationship of SUWAL AfricaLinked and Customer is that of independent contractors and that nothing contained in these Terms of Service shall be construed to place SUWAL AfricaLinked and Customer in the relationship of principal and agent, master and servant, partners or joint venturers. Neither Party shall have, expressly or by implication, or represent itself as having, any authority to make contracts or enter into any agreement in the name of the other Party, or to obligate or bind the other Party in any manner whatsoever.  

    5. 13.5 Choice of Law and Dispute Resolution.  These Terms of Service shall be governed by the laws of the United Kingdom Federal Republic of Nigeria and any dispute arising out of or in connection with These Terms of Service shall first be referred to mediation according to the Practice Directions on Mediation Procedure of the Lagos Multi-door Court House. Where mediation fails to resolve the dispute within 21 days of commencement of the mediation process, the dispute shall be decided by the courts within the judicial system of the Federal Republic of Nigeria.  

    6. 13.6 Entire Agreement.  These Terms of Service, together with the appendix hereto, which is incorporated herein and made part hereof by this reference, embodies the entire agreement between the Parties with respect to the subject matter hereof, and supersedes all prior agreements and understandings between the Parties relating to the subject matter hereof. No representation, promise or inducement has been made by the Parties which is not embodied in these Terms of Service.  

    7. 13.7 Severability.  All rights and restrictions contained herein may be exercised and shall be applicable and binding only to the extent that they do not violate any applicable laws and are intended to be limited to the extent necessary to render these Terms of Service legal, valid and enforceable. If any term of these Terms of Service, or part thereof shall be held to be illegal, invalid or unenforceable, it is the intention of the Parties that the remaining terms hereof, or part thereof, shall constitute their agreement with respect to the subject matter hereof and all such remaining terms, or parts thereof, shall remain in full force and effect. To the extent legally permissible, any illegal, invalid or unenforceable provision of these Terms of Service shall be replaced by a valid provision which will implement the commercial purpose of the illegal, invalid or unenforceable provision.  

 

 

APPENDIX

    1. 13.8 Fee Schedule If Customer selects a username or similar identifier for his account or Page, AfricaLinked reserves the right to remove or reclaim it if AfricaLinked believes it is appropriate (such as when a trademark owner complains about a username that does not closely relate to a user's actual name). 

    2. 13.9 AfricaLinked can remove any content or information Customer posts on AfricaLinked if AfricaLinked believes that it violates these Terms of Service or the supplemental terms. Africalinked also reserves the right to delete the account of a Customer   for any reason. 

    3. 13.10 If AfricaLinked removes Customer’s content for infringing someone else's copyright, and Customer believes it was removed by mistake, Customer will be provided with an opportunity to appeal at support@africalinked.com . 

    4. 13.11 If Customer repeatedly infringes other people's intellectual property rights, AfricaLinked will disable Customer’s account when appropriate.  

    5. 13.12 Subject to applicable laws and guidelines, the personal information of Customers, Users, or their Alter Egos may for any reason be transferred by AfricaLinked to processors established in Nigeria, or other countries which do not observe a prescribed level of data protection. 

    6. 13.13 With the exception of intellectual property, portions of Customer’s information that are publicly displayed on the AfricaLinked Online Directory pursuant to these Terms of Service shall not be deemed confidential or proprietary information.  

    7. 13.14 All AfricaLinked rights and obligations under these Terms of Service are freely assignable by AfricaLinked in connection with a merger, acquisition, or sale of assets, or by operation of law or otherwise .  

    8. 13.15 AfricaLinked reserves all rights not expressly granted to Customer herein .