Terms of Service

Empower Africa LLC (“Empower“, “us“, “our“, or “we“), a limited liability company organized under the laws of the State of Nevada, is the creator and owner of web-based Site, available to you through our website (“Site“). These Terms of Service (“Terms“) govern your access and use of the Site and services available thereon (“Services“). Our Privacy Notice, available at www.empowerafrica.com/privacy (“Privacy Notice“) governs our collection, processing and transfer of any Personal Data (as such term is defined in the Privacy Notice). “You” means an individual using the Services.

Please read these Terms carefully. By clicking on the button marked “I agree” you signify your assent to these Terms. Changes may be made to these Terms from time to time. If you do not agree to any of these Terms, please do not click the button marked “I agree” and do not use the Services.

If you are registering on behalf of any entity or company (“Company“), you represent that you are authorized to enter into, and bind the Company to these Terms and register for the Services. You are solely responsible for ensuring that these Terms are in compliance with all laws, rules, and regulations applicable to you and the Company and the right to access the Services is revoked where these Terms or use of the Services is prohibited.

 

1. Use of services

Subject to these Terms and the terms of any agreement Company on whose behalf you are using the Services and Empower Africa, as may be in effect from time to time (“Agreement“), Empower Africa allows you to access and use the Services on a non-exclusive basis. In the event of a conflict between the Agreement and these Terms, the provisions of the Agreement shall prevail to the extent the Agreement specifically references the relevant section of these Terms.

In the event of any (i) termination or expiration of these Terms; (ii) breach of these Terms, including, without limitation, any failure to make payment in accordance with the terms hereof; or (iii) fraudulent or illegal behavior, Empower Africa may, at its sole discretion and at any time, modify or discontinue providing the Services or any part thereof and shall not be liable to you or any third party in connection therewith.

Use of and access to the Services is void where prohibited by law. You represent and warrant that (i) any and all registration information you submit is truthful and accurate; (ii) you will maintain the accuracy of such information; (iii) you are 18 years of age or older, and have the ability to form a binding contract; (iv) your use of the Services does not violate any applicable law, regulation, or obligation you may have to a third party; (v) you will not add any Personal Data of any third-party and/or other individuals (“Third-Party“) to the Services without the prior consent of such Third-Party, if and as required under applicable law; (vi) you shall notify any individual of the collection, processing and transfer of his or her Personal Data by Empower Africa on your behalf as set forth in our Privacy Notice, as required under applicable law; and (vii) you shall comply with applicable laws, regulations, guidelines, and these Terms throughout your use of the Site and/or Services.

 

2. Account Registration

You can access certain Services on the Site without registration. To access or use additional features or Services, you will need to have a registered account. To complete the registration process, you must provide all (additional) registration information as requested by us, including certain corporate and other documents of the Company you represent and in respect of which you are using the Services. We may indicate that the provision of some information is optional, but your agreement to provide such information may assist us in providing you with improved Services.

Empower Africa offers different membership plans to suit your needs (“Membership Plan“). Following the initial registration of your account on the Site, you can select and purchase your applicable Membership Plan. Depending on the designation of your account, different Services will be available to you on the Site. A user may be designated as either an “Executive Level Member”, a “Business Level Member” or a “Basic Level Member”. Each Membership Plan offers different features and scopes, as detailed on the Site. You may upgrade your Membership Plan at any time through your account settings on the Site. To downgrade or cancel your applicable Membership Plan please contact us by sending an email to support@empowerafrica.com.

Empower Africa may refuse to open an account for any individual or entity at its sole discretion.

You agree to notify us immediately of any unauthorized use of your account or password. You are fully and solely responsible for the security of your computer system and/or mobile device and all activity on your account, even if such activities were not committed by you. To the fullest extent permitted by applicable law, Empower Africa will not be liable for any losses or damage arising from unauthorized use of your account or password, and you agree to indemnify and hold Empower Africa harmless for any unauthorized, improper or illegal use of your account and any charges and taxes incurred, unless you have notified us via e-mail at support@empowerafrica.com that your account has been compromised and have requested that we block access to it, which we will do as soon as reasonably practicable. We do not police for and cannot guarantee that we will learn of or prevent, any inappropriate use of the Services.

 

3. Termination of Account

You agree that Empower Africa may for any reason, at its sole discretion and without notice, suspend or terminate your account, and may remove any Content (as defined below) associated with your account and take any other corrective action it deems appropriate. Grounds for such termination or suspension may include (i) extended periods of inactivity, (ii) violation of the letter or spirit of these Terms, (iii) fraudulent, harassing or abusive behavior, (iv) behavior that is illegal or harmful to other users, third parties, or the business interests of Empower Africa, or (v) failure to make payment in accordance with the terms specified herein, including chargebacks. If your account is terminated, you may not rejoin the Services again without express permission. Upon termination of your account, you shall not have any further access to any Content that may be available through your account.

We reserve the right to investigate suspected violations of these Terms or illegal and inappropriate behavior through the Services. We will fully cooperate with any law enforcement authorities or court order requesting or directing us to disclose the identity, behavior or Content of anyone believed to have violated these Terms or to have engaged in illegal behavior in connection with the Services.

You may request termination of your Empower Africa account at any time and for any reason by sending an email to support@empowerafrica.com. Following such request, Empower Africa shall close your account as soon as reasonably practicable. Any suspension or termination of your account shall not affect your obligations under these Terms (including but not limited to ownership, indemnification, any representations and warranties made by you, limitation of liability, and payment obligations), which by their sense and context are intended to survive such suspension or termination. Subject to your consent, your Profile Information will continue to be publicly available to other users of the Services following the termination of your account. You can revoke your consent at any time, by sending us an email to privacy@empowerafrica.com.

 

4. Fees and Payment

You shall pay Empower Africa the fees as specified on the Site in accordance with the Membership Plan for which you have registered. Payments are to be made upfront on an annual basis. It is clarified that you will not be eligible for a refund in respect of any month paid in advance. You will be asked to provide customary billing information such as name, billing address and credit card information either to Empower Africa or its third-party payment processor(s). You hereby authorize the collection of such amounts by charging the credit card provided, either directly by Empower Africa or indirectly, via a third-party online payment processor or by one of the payment methods described in the Services. If you are directed to a third-party payment processor, you may be subject to terms and conditions governing use of that third party’s service and that third party’s Personal Data collection practices. Please review such terms and conditions and privacy policy before using such services.

Notwithstanding the foregoing, Empower Africa may in its sole discretion waive the payment of any fees hereunder in respect of your use of a beta version of the Site and/or Services (“Beta Services”) for such period mutually agreed upon between the parties.

Where applicable, taxes may also be charged. All fees displayed on the Site include any applicable taxes payable in connection with the purchase of the applicable Services. Except as expressly provided in these Terms, fees are non-refundable.

Please note that Empower Africa may impose or deduct foreign currency processing costs on or from any payments in currencies other than U.S. dollars. When converting currencies, prices may be rounded up to the nearest whole number.

 

5. Content

Certain types of content may be made available through the Services. “Content” as used in these Terms means, collectively, all content on or made available through the Services, including any images, photos, pictures, videos, text or documents, and any modifications or derivatives of the foregoing. Empower Africa allows you to upload or post certain content including but not limited to images, pictures, videos, text, documents, messages and other communications on or through the Services, referred to herein as “User Content“.

Subject to the terms of your applicable Membership Plan, as a user of the Services, you may submit and post User Content relating to (i) certain profile information about yourself and/or the Company you represent (“Profile Information“); and (ii) certain projects, events, research and marketing materials and forum posts (“User Posts“; collectively, together with Profile Information, “Public User Content“). Depending on your account settings, all Profile Information is publicly available on the Site either to all users or solely to Business Level Members and Executive Level Members. By submitting or transmitting (i) any Public User Content, you thereby acknowledge and agree that all Public User Content may be publicly available and viewed by other users of the Services; and (ii) any Profile Information, you thereby acknowledge and agree that Empower Africa, as well as certain other users of the Services, may contact you through such Profile Information.

Any direct messages or other User Content you send or transmit to another user on or through the Site and/or Services, are not publicly available to other users.

EMPOWER AFRICA DOES NOT ENDORSE ANY CONTENT (INCLUDING WITHOUT LIMITATION ANY USER CONTENT) OR ANY OPINION, RECOMMENDATION, OR ADVICE EXPRESSED IN ANY CONTENT AND EXPRESSLY DISCLAIMS ANY AND ALL LIABILITY IN CONNECTION WITH THE CONTENT AND/OR USER CONTENT. EMPOWER AFRICA DISCLAIMS ALL LIABILITY, REGARDLESS OF THE FORM OF ACTION, FOR THE ACTS OR OMISSIONS OF ANY AND ALL USERS (INCLUDING UNAUTHORIZED USERS) WHETHER SUCH ACTS OR OMISSIONS OCCUR DURING THE USE OF THE SERVICE OR OTHERWISE.

 

6. User Content Restrictions

Empower Africa has no obligation to accept, display, or maintain any User Content. Moreover, Empower Africa reserves the right to remove and permanently delete any User Content uploaded by you, without notice and for any reason. You are and shall remain at all times fully and solely responsible for any User Content that you upload to the Services. You represent and warrant that any User Content that you upload (i) complies with applicable law; (ii) does not infringe or violate any third-party intellectual property rights, privacy or publicity rights, or moral rights; and (iii) that you have all necessary rights and authorities to submit such User Content. Any User Content posted or submitted through the Services shall not be considered confidential and may be disseminated by Empower Africa without compensation to you.

Without limiting the foregoing, you agree that you will not transmit, submit or upload any User Content or act in any way that: (1) restricts of inhibits use of the Services; (2) violates the legal rights of others, including defaming, abuse, stalking or threatening users; (3) infringes (or results in the infringement of) the intellectual property rights, moral rights, publicity, privacy, or other rights of any third party; (4) is (or you reasonably believe or should reasonably believe to be) stolen, illegal, counterfeit, fraudulent, pirated, violent or unauthorized, or in furtherance of any illegal, counterfeiting, fraudulent, pirating, unauthorized, or violent activity, or that involves (or you reasonably believe or should reasonably believe to involve) any stolen, illegal, counterfeit, fraudulent, pirated, or unauthorized material; (5) does not comply with all applicable laws, rules and regulations; (6) imposes an unreasonably or disproportionately large load on our infrastructure; or (7) posts, stores, transmits, offers, or solicits anything that contains the following, or that you know contains links to the following or to locations that in turn contain links to the following: (a) material that we determine to be offensive (including material promoting or glorifying hate, violence, bigotry, or any entity (past or present) principally dedicated to such causes or items associated with such an entity), (b) material that is racially or ethnically insensitive, material that is defamatory, harassing or threatening, (c) pornography or obscene material, (d) any virus, worm, trojan horse, or other harmful or disruptive component or (e) anything that encourages conduct that would be considered a criminal offense, give rise to civil liability, violate any law or regulation or is otherwise inappropriate or offensive.

Empower Africa may, at its sole discretion, choose to monitor User Content for inappropriate or illegal behavior, including through automatic means, provided however, that Empower Africa reserves the right to treat User Content as content stored at the direction of users for which Empower Africa will not exercise editorial control except when violations are directly brought to Empower Africa’s attention.

Content comes from a variety of sources. You understand that Empower Africa is not responsible for the accuracy, usefulness, safety, appropriateness of, or infringement of any intellectual property rights of or relating to this Content (including but not limited to the User Content). Although users must agree to these Terms, it is possible that other users (including unauthorized users) may post or transmit offensive or obscene materials and that you may be involuntarily exposed to such offensive or obscene materials. You hereby waive any legal or equitable rights or remedies you have or may have against us with respect thereto. It is also possible for others to obtain Personal Data about you due to your use of the Site and/or Services, including through any User Content that you make available through your account. Anyone receiving or viewing User Content may use information you provided through such User Content (such as your contact details and other Profile Information) for purposes other than what you intended. We are not responsible for the use of any Personal Data that you disclose on the Site and/or Services, including, without limitation, through any User Content, by any third party. By making any information available through the Site you acknowledge that you understand and have agreed to such risks.

 

7. Use Restrictions

You may not do or attempt to do or facilitate a third party in doing any of the following: (i) decipher, decompile, disassemble, or reverse-engineer any of the software and/or code, if and as applicable, used to provide the Site, or Services without our prior written authorization, including framing or mirroring any part of the Site or Services; (ii) circumvent, disable, or otherwise interfere with security-related features of the Services or features that prevent or restrict use or copying of any Content; (iii) use the Site or Services or content thereon in connection with any commercial endeavors in any manner, except for the purposes specifically set forth in these Terms; (iv) use any robot, spider, site search or retrieval application, or any other manual or automatic device or process to retrieve, index, data-mine, or in any way reproduce or circumvent the navigational structure or presentation of the Site or Services; (v) use or access another user’s account or password without permission; (vi) use the Site or Services or content thereon in any manner not permitted by these Terms.

 

8. Intellectual Property

Empower Africa or its licensors, as the case may be, have all right, title and interest in the Site, Services, and any content thereon, including its overall appearance, text, graphics, graphics design, videos, demos, interfaces, and underlying source files, and all worldwide intellectual property rights, the trademarks, service marks, and logos contained therein, whether registered or unregistered. Except as expressly permitted herein, you may not copy, further develop, reproduce, republish, modify, alter download, post, broadcast, transmit or otherwise use the Content of the Site or Services for any purpose. You will not remove, alter or conceal any copyright, trademark, service mark or other proprietary rights notices incorporated in the Site and/or Services, if any. All trademarks are trademarks or registered trademarks of their respective owners. Nothing in these Terms or the Site should be construed as granting you any right to use any trademark, service mark, logo, or trade name of Empower Africa or any third party. If you provide the Empower Africa with any feedback regarding any content on the Site and/or Services, Empower Africa may use all such feedback without restriction and shall not be subject to any non-disclosure or non-use obligations in respect of such feedback.

You have all right, title and interest in the User Content you submit. By submitting or posting any User Content, you grant Empower Africa and its successors and assignees a worldwide, non-exclusive, royalty-free, perpetual, sub-licensable and transferable license under any of your intellectual property, moral or privacy rights to use, copy, distribute, transmit, modify, prepare derivative works of, publicly display, alter, decompile, publicly perform such User Content on, through or in connection with the Site in any media formats and through any media channels, including, without limitation, for commercially promoting the Site or any of our services.

 

9. Copyright

The policy of Empower Africa is not to infringe upon or violate the intellectual property rights or other rights of any third party, and Empower Africa will refuse to use and remove any User Content in connection with the Services that infringes the rights of any third party. Under the Digital Millennium Copyright Act of 1998 (the “DMCA“), Empower Africa will remove any Content (including, without limitation, any User Content) if properly notified that such material infringes third party rights, and may do so at its sole discretion, without prior notice to users at any time. The policy of Empower Africa is to terminate the accounts of repeat infringers in appropriate circumstances.

You are in the best position to judge whether User Content is in violation of intellectual property or personal rights of any third-party. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with User Content.

If you believe that something appearing on the Services infringes your copyright, you may send us a notice requesting that it be removed, or that access to it blocked. If you believe that such a notice has been wrongly filed against you, the DMCA allows you send us a counter-notice. Notices and counter-notices must meet the DMCA’s requirements. We suggest that you consult with your legal advisor before filing a notice or counter-notice. Be aware that there can be substantial penalties for false claims. Send notices and counter-notices to us by contacting us at support@empowerafrica.com

 

10. Disclaimers and Disclaimer of Warranty

All information and content posted on the Site is for informational purposes only and Empower Africa provides no guarantees with respect thereto. Your use of the Site and/or Services is at your sole discretion and risk. The Services, content thereon, are provided on an AS IS and AS AVAILABLE basis without warranties of any kind. We do not represent or warrant that Services will be of good quality or useful for your needs.

WE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND, EXPRESS, IMPLIED OR STATUTORY, RELATING TO THE SITE AND/OR SERVICES OR ANY CONTENT THEREON, INCLUDING WITHOUT LIMITATION THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OF PROPRIETARY RIGHTS, COURSE OF DEALING OR COURSE OF PERFORMANCE. WE DISCLAIM ANY WARRANTIES, EXPRESS OR IMPLIED, (I) REGARDING THE SECURITY, ACCURACY, RELIABILITY, TIMELINESS AND PERFORMANCE OF THE SITE AND/OR SERVICES; OR (II) THAT THE SITE OR SERVICES WILL BE ERROR-FREE OR THAT ANY ERRORS WILL BE CORRECTED; OR (III) REGARDING THE PERFORMANCE OF OR ACCURACY, QUALITY, CURRENCY, COMPLETENESS OR USEFULNESS OF ANY INFORMATION PROVIDED ON THE SITE AND/OR SERVICES.

No advice or information, whether oral or written, obtained by you from us, shall create any warranty that is not expressly stated in these Terms. If you choose to rely on such information, you do so solely at your own risk. Some states or jurisdictions do not allow the exclusion of certain warranties. Accordingly, some of the above exclusions may not apply to you. Check your local laws for any restrictions or limitations regarding the exclusion of implied warranties.

You acknowledge and agree that Empower Africa is not a data retention service. You therefore must create backups of your data, and Empower Africa shall have no responsibility or liability in respect of any loss of, damage to, or corruption of any such data.

Please note that the Services being provided as part of the Beta Services have not been fully implemented or refined. As with any beta version, the Beta Services currently constitute a work in progress and as such, there may be unresolved issues. Unless you are comfortable using beta software and understand the implications thereof, please do not to use Beta Services.

 

11. Limitation of Liability

In addition to the foregoing, we assume no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any Content or Services. We are not responsible for any problems or technical malfunction or failure of any telephone network or lines, computer online systems or equipment, servers or providers, software, failure due to technical problems or traffic congestion on the Internet or on the Services. Under no circumstances shall we be responsible for any loss or damage, including personal injury or death and any injury or damage to any person’s mobile device or computer, resulting from use of the Software, Services, from any Content, or from the conduct of any users of the Services, whether online or offline. In addition, we assume no responsibility for any incorrect data, including Personal Data provided by you or on your behalf and you hereby represent and warrant that you are solely responsible for any and all data provided to Empower Africa, including any incorrect data and you shall assume any and all liability for any consequences of provision of such incorrect data to us.

IN NO EVENT SHALL EMPOWER AFRICA, ITS AFFILIATES OR ANY OF THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, ASSIGNEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DAMAGES WHATSOEVER, INCLUDING WITHOUT LIMITATION INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICES, INCLUDING BUT NOT LIMITED TO THE QUALITY, ACCURACY, OR UTILITY OF THE INFORMATION PROVIDED AS PART OF OR THROUGH THE SERVICES, WHETHER THE DAMAGES ARE FORESEEABLE AND WHETHER OR NOT EMPOWER AFRICA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST EXTENT PERMITTED BY LAW IN THE APPLICABLE JURISDICTION AND IN NO EVENT SHALL OUR CUMULATIVE LIABILITY TO YOU EXCEED THE AMOUNT YOU HAVE PAID US IN THE TWELVE MONTHS IMMEDIATELY PRECEDING THE DATE ON WHICH THE APPLICABLE CLAIM OR CAUSE OF ACTION AROSE, IF APPLICABLE. IF YOU HAVE NOT MADE ANY PAYMENTS TO EMPOWER AFRICA FOR THE USE OF THE SERVICES, THEN EMPOWER AFRICA SHALL NOT HAVE ANY LIABILITY TOWARD YOU.

 

12. Indemnification

You agree to indemnify, defend, and hold harmless Empower Africa, its affiliates and their respective employees, directors, officers, subcontractors and agents, against any and all claims, damages, or costs, losses, liabilities or expenses (including reasonable court costs and attorneys’ fees) that arise directly or indirectly from: (i) breach of these Terms by you or anyone using your computer and/or mobile device, password (whether authorized or unauthorized); (ii) any claim, loss or damage experienced from your use or attempted use of (or inability to use) the Site or Services; (iii) your violation of any law or regulation or any of your obligations, representations, or warranties hereunder including but not limited to breach of any privacy and/or data protection laws and regulations to which you are subject; (iv) your infringement of any right of any third party; and (v) any other matter for which you are responsible hereunder or under applicable law.

 

13. Third-Party Content

The Site may provide you with third-party advertising as well as links to websites, applications, and services, including, without limitation, those of other users and in connection with certain events and projects posted by Empower Africa and other users on the Site. We make no promises regarding any content, goods or services provided by such third parties and all use of third-party websites and applications is at your own risk. Additionally, we do not accept responsibility for any payments processed or submitted through third-party websites and applications or for the privacy policies of such third parties. We do not endorse any products offered by third parties and we urge our users to exercise caution in using third-party websites or applications.

 

14. Miscellaneous

These Terms shall be governed solely by the laws of the State of New York, and without regard to the United Nations Convention on the International Sales of Goods and the competent courts in New York, NY shall have exclusive jurisdiction to hear any disputes arising hereunder. In any action to enforce these Terms, the prevailing party will be entitled to costs and attorneys’ fees. In the event that any provision of these Terms is held to be unenforceable, such provision shall be replaced with an enforceable provision which most closely achieves the effect of the original provision, and the remaining terms of these Terms shall remain in full force and effect. Nothing in these Terms creates any agency, employment, joint venture, or partnership relationship between you and Empower Africa or enables you to act on behalf of Empower Africa. Except as may be expressly stated in these Terms, these Terms constitute the entire agreement between us and you pertaining to the subject matter hereof, and any and all other agreements existing between us and you relating thereto are hereby canceled. We may assign and/or transfer our rights and obligations hereunder to any third party without prior notice. You shall not assign and/or transfer any of your rights or obligations hereunder, and any assignment in violation of the foregoing shall be void. No waiver of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If we are required to provide notice to you hereunder, we may provide such notice to the contact details you provided upon registration.

Last updated: February 2020

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