Terms and Conditions
Table of Contents:
YOU HAVE FULLY READ AND HEREBY AGREE TO THE ARBITRATION AND CLASS ACTION PROVISIONS CONTAINED WITHIN THIS AGREEMENT, PLEASE BE AWARE THAT SUCH PROVISIONS MAY AFFECT YOUR LEGAL RIGHTS
1. Registration Process
You are eligible to register to become an Investor on our Website if you are a person over the age of 18. In the registration process, Investors will provide their contact information, financial information and identity verification information and date of birth (“Registration Information”). An Investor who wishes to invest in Projects presented on the Website must qualify as an Accredited Investor. An Accredited Investor is an Investor who has indicated, and we have made efforts to confirm, he or she has a net worth (individually or jointly) of at least $500,000 excluding the value of his or her primary residence or has individual income of at least $100,000 or has joint income of at least $100,000 for the past two years and reasonably expects to reach the same income level this year. To qualify to invest in Projects presented on our Website, you must be an Accredited Investor and provide identity verification information and Investor financial information described below.
Identity Verification Information. Each Investor must provide information designed to verify his or her identity. Such information may include (i) information from a successfully completed electronic check transaction, (ii) a credit report, (iii) tax documents or (iv) other similar information designed to authenticate and confirm your identity and status as an Accredited Investor.
Investor Financial Information. Each Investor must also provide Form H Information, Specific-Qualifications Information and Payment Information (collectively the "Investor Financial Information").
Form H Information. For tax purposes, each Investor may provide a completed Internal Revenue Service Form H which includes your Taxpayer Identification Number, where applicable).
Specific-Qualifications Information. Investors must also provide other information sufficient to meet regulatory "suitability" requirements for investing in a Project presented on our Website, in part by way of our Investor Qualifying Questions. Depending on the nature of the offering, this information will include: (i) information concerning an Investor's net worth and income; (ii) information concerning his or her residency; and (iii) other information we might request to determine whether an Investor qualifies for a particular investment. Verification of Accredited Investor Status. We are required to verify the Accredited Investor status of Investors who invest in Projects presented on our Website. In addition to the questionnaires required to be submitted by Investors, you agree that we may collect additional information to fulfill our responsibility to verify your Accredited Investor status. The means we may use to verify your Accredited Investor status include without limitation: publicly available information filed with a federal, state or local regulatory body, written confirmations from broker-dealers, licensed attorneys or certified public accountants, banking statements, brokerage statements, credit reports, certificates of deposit, tax assessments or appraisal reports issued by independent third parties. In the registration process, you will obtain a user name and password. You are responsible for maintaining the security and confidentiality of your user name and password. You are liable for any charges, damages or losses incurred by you or us as a result of your failure to maintain the confidentiality of your user name or password. If you suspect any unauthorized use of your user name or password, you should notify us immediately.
3. Your Right to Use our Website
Subject to compliance with these Terms and the obligations hereunder, Users have a limited, non-exclusive, non-transferable, non-assignable, non-sublicenseable and revocable license to access and use the publicly available areas of our Website through a generally available web browser only for its intended purpose. Subject to compliance with the Terms and the obligations hereunder, Investors have a limited, non-exclusive, non-transferable, non-assignable, non-sublicenseable and revocable license to access and use the password-protected areas of our Website through a generally available web browser only for its intended purpose. Subject to compliance with these Terms and the obligation hereunder, Investors have a worldwide, royalty-free, non-transferable license to refer to or provide a link to the publicly available areas of our Website if such links are provided for the purpose of furthering the purpose of our Website. Investors are not entitled to create links to Content submitted by other Investors. Except as specifically permitted, you may not modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer or sell any Content or any information included on our Website.
4. Use of Website
In connection with your use of our Website or the Service, you may provide Content and interact with other Investors. As a condition to your use of our Website or the Service, you agree that you will not:
Upload, post, transmit or otherwise make available Content that is unlawful, libelous, intentionally false, abusive, obscene, unlawfully threatening, unlawfully harassing, discriminatory or otherwise objectionable;
Collect, use or transfer any personal, private or confidential information about another person obtained from our Website except as expressly permitted by the owner of the information;
Infringe any third party’s intellectual property, trade secret or proprietary rights.
Transmit Content that contains software viruses, worms or any other computer code that interrupt, destroy or limit the functionality of the Website or obtain unauthorized information.
Engage in any action that directly or indirectly interferes with the proper working of or places an unreasonable or disproportionately large load on our infrastructure. Use data mining, robots or similar data gathering or extraction methods.
Use the Website for any unlawful or improper purpose.
Either directly or indirectly, on your own behalf or in the service or on behalf of others, solicit, poach, cold call or attempt to solicit, poach, cold call, divert, entice, induce or remove any person or entity found on or through this website or any customer of Patch of Land for any purpose, including the purpose of engaging in competition with Patch of Land.
In connection with use of the Website and the Service, each Investor represents and warrants that he or she:
Has provided complete and accurate Registration Information and will update the Registration Information to maintain its accuracy.
Has had an opportunity to seek legal and financial advice with respect to participation in investment-related services and the Website.
Hold all rights in the Content you submit sufficient to grant licenses and rights to its use as provided herein.
5. HouseAfrica.io Intellectual Property
All of the design, text and graphics of our Website as well as the selection and arrangement thereof, are copyrighted 2018 HouseAfrica Limited, all rights reserved. HouseAfrica, houseafrica.io and the design elements of such work constitute our trademarks. The Website images and text and all page headers, graphics HTML based computer programs used to generate pages on the Website and icons are our trademarks, service marks and/or trade dress and may not be used without our prior written permission (“HouseAfrica”). All uses thereof inure to our benefit. All other trademarks, product names and company names or logos included on the Website are the property of their respective owners. You may not modify, copy, reproduce, republish, upload, post, transmit or distribute any material, including code and software, from our Website except as expressly set forth herein. Any unauthorized or unapproved use constitutes copyright and/or trademark infringement.
You may not use the Website or any portion thereof to create or recreate a similar or competing service. Any use of the Content of this Website not expressly permitted by these Terms or granted by our prior written permission is a breach of these Terms and is strictly prohibited.
The HouseAfrica IP contains confidential and sensitive trade secrets of HouseAfrica. We do not permit you to disclose this information to anyone other than another Investor, and we do not permit you, or other Investors, from using this information for any purposes other than those that consist of participating in our Services, as provided herein.
A. Confidential Information. Confidential Information under these Terms consists of all non-public information whether oral or in writing (a) that is designated as "Confidential" or "Proprietary" by HouseAfrica at the time of disclosure or within a reasonable period thereafter; (b) that is only available to Investors, buyers or (c) that you should reasonably understand is confidential (collectively, “Patch of Land Confidential Information”). Confidential Information includes non-public information that HouseAfrica or its affiliates furnish or otherwise make available to Investors with respect to the offering documents, together with any reports, analyses, compilations, forecasts, memoranda, notes, studies and any other written or electronic materials prepared by Patch of Land, or for Investors. Confidential Information includes, without limitation, information relating to Patch of Land services, the marketing or promotion of any service, business policies or practices, strategic plans, pricing, lease rates, plans, renderings, pro-formas, purchase and sale agreements, leases, market comparables, tenant information, sales per square foot, vendor names, customer lists, management systems, and information received from others that Patch of Land is obligated to treat as confidential.
B. Non-disclosure. You shall retain HouseAfrica Confidential Information in confidence, and shall not use such HouseAfrica Confidential Information except as expressly permitted herein. You agree to use at least the same degree of care in safeguarding HouseAfrica Confidential Information as you use in safeguarding your own confidential information and trade secrets, but shall use not less than reasonable care and diligence.
C. Exceptions. Your obligation of non-disclosure of HouseAfrica Confidential Information under these Terms will not apply to HouseAfrica Confidential Information which you can demonstrate: (i) is or becomes a matter of public knowledge through no fault of your own; (ii) was or becomes available to you on a non-confidential basis from a third party, provided that such third party is not bound by an obligation of confidentiality to HouseAfrica with respect to such HouseAfrica Confidential Information; (iii) was independently developed by you without reference to the HouseAfrica Confidential Information; or (iv) is required to be disclosed by law, provided that you promptly notify HouseAfrica in order to provide HouseAfrica an opportunity to seek a protective order or other relief with respect to such impending disclosure.
We are under no obligation to monitor the information residing or transmitted through our Website. However, you agree that we may monitor Content on our Website (a) to comply with applicable laws, regulations or other government requests; (b) to operate our Website properly or to protect us and/or Users; and (c) for such other purposes as we deem reasonably necessary or appropriate from time to time. We reserve the right to modify, reject or eliminate any information residing on or transmitted through our Website that we believe is unacceptable or in violation of these Terms.
8. Links to Other Sites
Our Website may contain hyperlinks or other connections to websites operated by persons or entities other than us. We do not control those websites and are not responsible for them, their availability, content or any viruses that may be accessed through them. Our inclusion of hyperlinks or other connections to such websites does not imply any endorsement of the material on them or any association with their owners or operators. Your use of the Website to link to another site is at your own risk.
10. Limitation Of Liability and Remedies
HouseAfrica shall have the right, in addition to other remedies provided by applicable law including consequential and liquidated damages, to apply to a court of competent jurisdiction for the entry of an immediate order to restrain or enjoin said breach and to specifically enforce the provisions of this Agreement.
You agree to defend, indemnify and hold us, our officers, directors, employees, members, agents, and affiliates harmless from and against all claims, charges, investigations, actions or demands, liabilities and settlements, including without limitation our losses, costs, damages and reasonable legal and accounting fees , resulting from, or alleged to result from: (a) your breach of these Terms; (b) any Content or other material you provide to our Website, (c) your use of our Website's Content, (d) your violation of any applicable law, regulation, rule or order pertaining to your use of our Website; (e) your unauthorized or unlawful use of our Website; (f) any activity in which you engage in or through our Website; or (g) the unauthorized or unlawful use of our Website by any other person using your user name and password.
A. You may terminate your account with us for any reason or no reason, at any time, upon notice to us. Your termination notice will be effective upon our processing the notice. We may terminate your account with us for any reason or no reason, at any time, with or without notice. A termination by us will be effective immediately or as may be specified in any notice from us. Termination of your account with us includes disabling your access to our Website and may also bar you from any future use of our Website. B. We may immediately restrict, suspend or terminate your account if you abuse or misuse our Website or engage in any behavior that we, in our sole discretion, deem contrary to the purpose of the Website. If you violate any of the Terms, we may immediately terminate your limited license to use our Website. C. Upon the termination of your account with us, you lose access to our Website. In addition, we may block access to our Website from an IP address or range of IP addresses associated with those of terminated Users.
13. Notifications and Communications
For purposes of communicating with you regarding the Website, notice shall consist of an email from us to an email address associated with your account. You also agree that we may communicate with you through other means including email, cellular telephone, telephone or delivery services including the U.S. Postal Service about your Website registration or Services through the Website. You agree that we shall have no liability associated with or arising from your failure to maintain accurate contact information.You may contact us via email at: [email protected]
14. Reports and Complaints
If you believe that a User has acted inappropriately, such as by violating these Terms, you may report your concerns either via the links we have included on the Website, or by contacting us by the means described above. If we are notified by a User that he or she believes that certain Content at the Website is in violation of these Terms, we may investigate the allegation and determine in good faith, in our sole discretion, whether to remove or block access to such Content, or to take action with respect to person or persons responsible for posting the Content. We have the right (but not the obligation), in our sole discretion, to remove, relocate, or otherwise block or restrict any Content, with or without notice, and without liability.
Agreement for Binding Arbitration. We do not anticipate having any disagreements with you, the user, regarding usage of this Site. But if any concerns about these matters arise, please notify us immediately. We would endeavor to resolve any disagreements in a fair and amicable manner. If it is not possible to resolve the disputes ourselves, then each party hereby agrees that all disputes or claims between you and the Company of any nature whatsoever, including but not limited to those relating to use of the Website or the quality or appropriateness of services offered by the Website shall be resolved by binding arbitration. The Company chooses arbitration because it is usually less expensive and quicker than litigation and will allow us to resolve our disputes privately.
You agree that, by entering into this Agreement, you and HouseAfrica are each waiving the right to a trial by jury or to participate in a class action. This Agreement evidences a transaction in interstate commerce, and thus the Federal Arbitration Act governs the interpretation and enforcement of this provision. This arbitration provision shall survive termination of this Agreement. YOU AND HOUSEAFRICA AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and the Company agree otherwise, the arbitrator may not consolidate more than one person's claims, and may not otherwise preside over any form of a representative or class proceeding. The arbitration shall be conducted by the Judicial Arbitration and Mediation Services ("JAMS"). The arbitrator must decide all disputes in accordance with the chosen association’s rules and in accordance with Nigerian law, and shall have power and obligation to decide all matters submitted, including arbitrability and legal questions raised by pleading or summary judgment motions. In the event that any dispute or claim is determined not subject to arbitration by the arbitrator, all parties agree that their respective rights and obligations shall be governed by the laws of Nigeria, excluding its choice of law rules. Furthermore, in the event that any dispute or claim is determined not subject to arbitration by the arbitrator, all parties agree that any and all legal action or proceedings shall be instituted in a state or federal court in Nigeria,