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Terms and Conditions Between Seedfundin Limited and Investors

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Registered Address of Platform Owner:
Seedfundin Limited
Plot 08 Adeniyi Coker Street, Victoria Island, Lagos, Nigeria

1. INTRODUCTION

This Agreement (“Agreement”) sets forth the terms and conditions governing the use of the Seedfundin platform (www.seedfundin.com) by any Investor who registers, accesses, or makes use of the platform to prospect, evaluate, or invest in business ideas, innovations, or inventions listed on the platform.

By registering as an Investor on www.seedfundin.com, you (“Investor”) agree to be legally bound by this Agreement with Seedfundin Limited (“Seedfundin”, “the Platform Owner”, “we”, “us”, or “our”).

2. DEFINITIONS

For the purposes of this Agreement, the following terms shall have the meanings ascribed to them:

a. Platform: The digital infrastructure operated by Seedfundin Limited via www.seedfundin.com.
b. Investor: Any individual, corporate body, or institution registered on the platform to invest funds in projects submitted by Innovators.
c. Innovator(s): Any user(s) who submit proposals for funding consideration on the platform.
d. Funding: The provision of financial resources by an Investor to an Innovator in exchange for equity, debt, or other mutually agreed consideration.
e. Agreement: This legally binding document, as amended from time to time.

3. PURPOSE OF THE AGREEMENT

This Agreement governs the relationship between Seedfundin Limited and Investors, setting out the rights, obligations, responsibilities, and limitations of liability of the Platform Owner.

Seedfundin provides a digital platform to connect Innovators and Investors but does not, under any circumstance, act as a financial intermediary, investment advisor, guarantor, or fiduciary to either party.

4. ELIGIBILITY OF INVESTORS

Investors must:

  1. Be at least 18 years of age (if natural persons).
  2. Be legally capable of entering into binding contracts.
  3. Provide valid identification, tax information, and proof of funds when required.
  4. Comply with all applicable laws, including anti-money laundering (AML) and counter-terrorism financing (CTF) laws.
  5. Corporate Investors must provide incorporation documents and appoint an authorized representative.

Seedfundin reserves the right to deny or revoke Investor access if eligibility requirements are not met.

5. INVESTOR REPRESENTATIONS AND WARRANTIES

By using the platform, the Investor represents and warrants that:

  1. They are aware that early-stage investments are inherently risky and may result in the loss of all invested capital.
  2. They have conducted their own due diligence and are solely responsible for any investment decisions.
  3. They will not hold Seedfundin liable for the performance, success, or failure of any investment.
  4. They shall not use the platform for unlawful, fraudulent, or unethical purposes.

6. OBLIGATIONS OF SEEDFUNDIN

Seedfundin shall:

Provide and maintain the platform for connecting Innovators and Investors.

  • Facilitate access to project proposals, company profiles, and communications between parties.

1.Implement reasonable measures to verify basic identities of users (both Innovators and Investors).

Ensure compliance with Nigerian law regarding digital platforms.

Seedfundin does not guarantee the accuracy, completeness, or reliability of information provided by Innovators.

7. OBLIGATIONS OF INVESTORS

Investors shall:

1,Carry out independent due diligence on Innovators and projects.

  • Ensure compliance with all legal, tax, and regulatory obligations arising from any investment.
  • Refrain from circumventing the platform by directly engaging Innovators outside the Seedfundin system without consent.
  • Provide timely, accurate, and truthful information to Seedfundin during registration and transactions.

8. NON-CIRCUMVENTION CLAUSE

The Investor agrees not to bypass, avoid, or circumvent Seedfundin in any manner regarding Innovators or projects introduced via the platform.

Any attempt to directly negotiate or transact with Innovators outside the platform, without Seedfundin’s written consent, constitutes a material breach of this Agreement and may result in immediate suspension, termination, or legal action.

9. FEES AND COMMISSIONS

  1. Investors agree that Seedfundin may charge fees or commissions on successful funding transactions, the details of which shall be published on the platform.
  2. Such fees are payable as consideration for the use of the platform’s services and infrastructure.

10. DISCLAIMER AND LIMITATION OF LIABILITY

Seedfundin provides a facilitation service only and does not act as a financial advisor, broker, or guarantor.

Seedfundin is not responsible for:

  1. The commercial viability or accuracy of any business proposal.
  2. The performance or outcome of any investment.
  3. Any disputes between Innovators and Investors.
  4. To the maximum extent permitted by law, Seedfundin shall not be liable for any loss of profits, opportunity, or capital arising out of use of the platform.

11. DUE DILIGENCE REQUIREMENT

Investors are responsible for conducting their own due diligence on Innovators, projects, financials, and business models before investing.Even if Seedfundin gives a verification tick on an innovator

  1. Seedfundin recommends that Investors seek professional financial, legal, and tax advice prior to making investment decisions.

12. CONFIDENTIALITY

All non-public information shared on the platform must be treated as confidential.

Investors shall not disclose or misuse such information without the Innovator’s prior written consent.

13. INTELLECTUAL PROPERTY

Seedfundin owns all intellectual property rights to the platform. Investors are granted a limited, non-transferable license to use the platform in accordance with this Agreement.

14. TERMINATION

Either party may terminate this Agreement with written notice.

Seedfundin may suspend or terminate Investor access if:

There is breach of this Agreement.

There is misuse of the platform

There are regulatory or compliance concerns.

Termination does not relieve the Investor of obligations already incurred.

15. GOVERNING LAW AND JURISDICTION

This Agreement shall be governed by and construed under the laws of the Federal Republic of Nigeria.

Any disputes shall be subject to the exclusive jurisdiction of the courts of Lagos State, Nigeria.

16. AMENDMENT

Seedfundin may amend this Agreement at any time. Continued use of the platform after notice of amendment constitutes acceptance of the revised terms.

17. ENTIRE AGREEMENT

This document represents the entire Agreement between Seedfundin Limited and the Investor and supersedes any prior understandings, whether oral or written.