Terms and Conditions
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FIRSTMONIE AGENT PLATFORM
TERMS AND CONDITIONS
The terms and conditions below (“these Terms”) apply to the provision of Agent Recruiter Services to First Bank of Nigeria Limited (“FirstBank” or “Bank”). Please read these Terms carefully.
By providing the Agent Recruiter Services, you confirm that you have read, understood and agree to be bound by these Terms and subsequent amendments thereto (agreed by both parties), as well as all applicable laws and regulations now existing or which may hereafter be enacted, issued or enforced. You also agree that these Terms are supplementary to the Firstmonie terms and conditions and other existing terms governing the banking relationship between you and the Bank and subsequent amendments thereto, including without limitation’s DATA PROTECTION POLICY STATEMENT (“Other Terms”). You further confirm that you have read, understood and agree to be bound by the Other Terms.
In these Terms, “the Bank” “we”, “us” or “our” refers to FirstBank, its successors, agents and assigns, while “Ambassador”, “you” or “your” refers to anyone providing Agent Recruiter Services to the Bank.
(A) The Bank is a financial institution that provides different financial services including agent banking services to the public through partnerships with retail outlets, subject to the prior approval and continuous regulation of the Central Bank of Nigeria (CBN).
(B) The Ambassador has requested to act as a recruiter and to register agents to act as Firstmonie Agents on FirstBank’s Firstmonie platform.
(C) FirstBank has agreed to engage the Ambassador on a non-exclusive basis in accordance with these Term.
1. DEFINITIONS AND INTERPRETATIONS
In this Agreement, unless otherwise defined or the context otherwise requires, terms used shall have the following meaning:
“Agency Banking” means the provision of certain financial services to the public by a third-party agent on behalf of the Bank.
Agent Recruiter Services” means the recruitment and referral of potential agents to the Bank, in accordance with paragraph 5.1 of these Terms, to provide Agency Banking Services and other ancillary services that are or may be required by the Bank.
“Agency Banking Services” means the services to be offered by the Agents on behalf of the Bank, upon entering into an Agent Banking Agreement with the Bank.
“Business Day” means a day (other than a Saturday, Sunday or public holiday) on which banks and offices are open for general businesses in Nigeria.
“Business Hours” means the hours between 8:00am and 5:00pm on any Business Day.;
“Confidential Information” means:
(a) any information relating to FirstBank or the Ambassador, or any of the Bank’s customers, received or held by either party, any of its employees or any person performing any duty for either party (which has been transferred, disclosed or obtained orally, visually, electronically or by any other means) whether or not in connection with the Agent Recruiter Services and includes, without limitation, personal information concerning customers’ FirstBank Account, customers’ transaction information and details and all other information acquired by either party or any of its employers or any person working for either party in connection with these Terms or the performance of the Agent Recruiter Services, the Agency Banking Services; and/or
(b) all information received by either party, its employees or any person performing any duty for either party in connection with the installation, use, operation and maintenance of any system or materials provided by the Ambassador or FirstBank in connection with the Agent Recruiter Services.
“Effective Date” means the date on which the Ambassador receives a welcome email from the Bank notifying the Ambassador that the Ambassador has been onboarded, detailing login credentials and the Ambassador’s referral code.
“Firstmonie” means an exclusive brand name for FirstBank Agent Banking scheme.
“FirstMonie Agent” means any individual/persons recruited by the Ambassador pursuant to these Terms and duly authorized by a FirstBank to carry out financial services (including receiving cash deposits, cash withdrawal, money transfer, bills payment) on FirstBank’s behalf pursuant to an agent banking agreement.
“Firstmonie Agent Network” means a spread and collection of all Firstmonie Agent (whether or not recruited or referred to the Bank by the Ambassador) outlets.
“Firstmonie Agent Banking Platform” means the Bank’s approved platform for on-boarding, transaction monitoring and management of all Firstmonie Agents (whether or not recruited or referred to the Bank by the Ambassador).
“Firstmonie Ambassador” means any person who provides Agent Recruiter Services to the Bank in accordance with these Terms.
“Party” means either the Bank or the Ambassador, while “Parties” means both the Bank and the Ambassador.
“Representatives” means, in relation to a party, its employees, agents, assigns, sub-agents, officers, contractors, subcontractors, consultants, representatives and advisers.
“Year” means any period of 12 (twelve) consecutive months from the Effective Date.
1.2.1 The headings of the clauses of these Terms are inserted for convenience of reference only and shall not in any way affect the interpretation of this Agreement.
1.2.2 References to any Party to these Terms include references to that Party’s successors-in-title and assigns.
1.2.3 References to any statute or statutory provision in these Terms includes a reference to that statute or statutory provision as from time to time amended, extended or re-enacted.
1.2.4 A reference to a specified clause or schedule shall be construed as a reference to that specified clause or schedule of these Terms.
1.2.5 Unless the context otherwise requires in these Terms, words denoting the singular include the plural and vice versa, words denoting the masculine gender include all other genders and words denoting persons include corporations, partnerships and other legal persons.
2. APPOINTMENT AS FIRSTMONIE AMBASSADOR
2.1 FirstBank hereby appoints the Ambassador as a Firstmonie Ambassador and hereby authorizes the Ambassador to provide the Agent Recruiter Services in accordance with these Terms.
2.2 Notwithstanding anything contained in these Terms, it is agreed and understood that the Ambassador and the Representatives of the Ambassador are not and shall not be deemed to be employees or representatives, or be deemed in any way to derive authority from FirstBank. The Ambassador assumes full responsibility for their acts, their supervision, as well as their daily direction and control and shall be fully liable to FirstBank in this regard.
2.3 In connection with these Terms, each Party is an independent contractor and, as such, will not have any authority to bind or commit the other Party. Nothing in these Terms will be deemed or construed to create a joint venture, partnership or agency relationship between the Parties for any purpose.
3.1 This Agreement shall come into force on the Effective Date and shall remain operative for a period of 3 (three) years, except otherwise terminated earlier in accordance with the provisions of these Terms.
3.2 The Parties may elect to renew these Terms for a further period of 3 years or any other period that may be determined by the Bank in writing. This Agreement shall be so renewed on terms and conditions to be agreed upon by the parties in writing.
4. COMMISSION, FEES AND EXPENSES
4.1 In consideration of providing the Agent Recruiter Services, the Bank shall pay the Ambassador a portion of the income earned by the Bank on each transaction consummated by the Firstmonie Agent through the Firstmonie Agent Banking Platform (“Commission”). It is expressly agreed by Parties that the applicable Commission shall be determined by the Bank and based on calculations advised by the Bank.
4.2 The Ambassador shall be entitled to Commission (the rate of which shall be determined by the Bank) for functional additional outlets opened by a Firstmonie Agent that is onboarded by the Ambassador.
4.3 The Commission would be computed and paid monthly or any other period that shall be determined by the Bank and would cover all transaction types except purchase of airtime.
4.4 The Ambassador shall be responsible for payment of all expenses, fees, charges and taxes that might arise as a result of these Terms.
4.5 The Ambassador shall earn a Commission (to be determined by the Bank) for fund withdrawals or transfers that are successfully carried out at the PoS terminal of any Firstmonie Agent that is mapped to the Ambassador.
4.6 The PoS terminals shall be issued to the Ambassador at a discounted rate to be determined by the Bank. This shall not amount to a sale of the PoS terminal which shall always remain the property of the Bank.
4.7 Subject to the approval of the Bank, the Ambassador shall issue the PoS terminals to Firstmonie Agents upon payment by the Firstmonie Agent of the sum to be determined by the Bank. The sum paid shall be inclusive of the insurance premium for the PoS terminal.
4.8 To meet the demand and or financial capacity of some potential Firstmonie Agents, the Bank shall issue pre-owned PoS terminals to Ambassadors at a discounted rate for subsequent issuance to interested Firstmonie Agents at a higher rate to be determined by the Bank.
4.9 Notwithstanding the provisions of Clause 4.5 above, Firstmonie Agents shall have the option of purchasing other insurance packages through the Bank or through the Firstmonie application.
4.10 In the event of retrieval of PoS terminals from Firstmonie Agents that are no longer interested in serving as Firstmonie Agents, the Bank shall have the discretion of issuing the PoS terminals to the Ambassador at a discounted rate.
4.11 The Bank reserves the sole right to suspend or terminate without notice payment of the Commission or any other sum to the Ambassador.
5. ROLES OF THE PARTIES
5.1 The Ambassador
The Ambassador shall have the following duties:
5.1.1 Recruit (identify, evaluate and register) persons to be onboarded as Firstmonie Agents, it being understood that such persons shall be subjected to the Bank’s onboarding process. The Bank shall not be bound to onboard such applicants as Firstmonie Agents.
5.1.2 Carry out reasonable due diligence checks, at the Ambassador’s sole cost, on any person to be referred to the Bank as a potential Firstmonie Agent.
5.1.3 Undertake that Firstmonie Agents pay the Point of Sale (PoS) terminal issuance sum which shall not confer any ownership right on either the Ambassador or the Firstmonie Agent or be construed as ownership or purchase of the PoS terminal.
5.1.4 Take physical delivery of PoS terminals, account for them, and efficiently distribute/deliver them to Firstmonie Agents without any damage whatsoever.
5.1.5 Properly educate and train Firstmonie Agents as required by the Bank from time to time.
5.1.6 Provide advisory and first level support services to the Firstmonie Agents.
5.1.7 Monitor the performance of Firstmonie Agents and promptly escalate issues impeding Firstmonie Agent(s) activities to the Bank.
5.1.8 Carry out any other duties that are consistent with the role as a Firstmonie Ambassador in the best interest of all parties.
5.1.9 Ensure that personnel recruited as Firstmonie Agents shall at all times work in the best interest of the Bank.
5.1.10 Provide all information and execute all documents as may be required by FirstBank.
5.1.11 Act with diligence, devoting reasonable time and effort to fulfil the duties described herein.
5.1.12 Ensure that the Bank is notified in writing of proposed changes to any of the conditions contained in these Terms.
5.1.13 Always render in good faith the Agent Recruiter Services to the Bank.
5.1.14 Open and maintain an operational account with the Bank where all agreed and due Commission for the Agent Recruiter Service provided to the Bank shall be paid into.
5.1.15 Not to engage or assist and/or facilitate any terrorist activity or give any aid to any terrorist group or person.
5.1.16 Not to engage in any criminal or unlawful activity or assist, aid, hide or divert the funds from any criminal activity whatsoever.
5.1.17 Comply with the Anti-Money Laundry (“AML”) policies and applicable regulations as the case may be. If the Ambassador fails to comply with this clause, the Bank shall have the right to terminate this agreement without prior notice and the Ambassador shall be held liable for any action that may have derived herein.
5.1.18 Ensure compliance with the guidelines for engagement of Firstmonie Agents and provision of the Agent Recruiter Services as may be communicated by the Bank or the CBN (as informed by the Bank) from time to time within the tenor of these Terms.
5.1.19 Promptly refund the Bank any Commission, fees or funds earned from transactions arising from a breach of Clauses 5.1.15, 5.1.16, 5.1.17 and 5.1.18 of these Terms.
5.2 The Bank
The Bank shall have the following duties:
5.2.1 Ensure that fees due to the Ambassador are paid when due.
5.2.2 Provide PoS terminals and welcome kits (which may include writing materials, Firstmonie banner and or other Firstmonie branded items) to the Ambassador for transmission to the Firstmonie Agents.
5.2.3 Take steps to ensure service availability at all Firstmonie Agent locations.
5.2.4 Agree to act in good faith as regards the conditions of these Terms.
5.2.5 Ensure that Commission receivable by parties is duly rendered.
5.2.6 Agree to provide necessary support for Firstmonie Agent locations and respond to all complaints to facilitate smooth running of Firstmonie Agent locations.
6. GENERAL TERMS
6.1 Notwithstanding the provisions of these Terms, the PoS terminal shall remain the property of the Bank and the Bank shall have the liberty to exercise its ownership rights at any time and in any way whatsoever over the PoS terminals.
6.2 An Ambassador shall be eligible to request and or have a stock of not more than a cumulative sum of 10 (ten) PoS terminals at any given time.
6.3 The PoS terminals released by the Bank to the Ambassador shall not be sold at any time whatsoever by the Ambassador or his Representatives but shall be issued to FirstMonie Agents.
6.4 The Ambassador shall be responsible for managing the relationship with the Firstmonie Agent(s) (that they issue PoS terminals to), that are mapped to the Ambassador.
6.5 The Ambassador shall reactivate dormant Firstmonie Agent locations/relationships who would upon reactivation be mapped to the Ambassador that revives the location/relationship.
6.6 The Bank shall continuously monitor and track the performance of the Ambassador under these Terms and the continuous engagement of the Ambassador by the Bank shall be subject to the overall performance of the Ambassador as appraised /determined by the Bank.
6.7 The Bank shall reserve the right to retrieve the PoS terminals issued to the Ambassador and or the Firstmonie Agent.
6.8 The Ambassador shall ensure the PoS terminals are kept safe in good condition and promptly returned to the Bank whenever the Bank demands for same.
6.9 The Ambassador shall promptly retrieve from the Firstmonie Agents and return the PoS terminal(s) to the Bank within any period provided by the Bank for the PoS terminal(s) to be returned.
6.10 The Ambassador irrevocably authorizes the Bank to carry out due diligence search on the Ambassador at any law enforcement agency, credit bureau or any other place that the Bank may deem fit.
6.11 The Ambassador undertakes not to compete or carry out any act that may directly or indirectly circumvent the business of the Bank
7. REPRESENTATIONS AND WARRANTIES
7.1 The Ambassador represents and warrants to the Bank, that the transaction envisaged in these Terms is lawful and that the Ambassador has or shall acquire all governmental and regulatory licenses, permits, approvals and other authorizations (as applicable) required by law or other relevant regulatory authority for purposes of engaging in the Agent Recruitment Services. The Parties have entered into these Terms on the basis of this representation and warranty.
7.2 Each Party represents and warrants that (as applicable):
(a) It is established, validly existing and in good standing under the Laws of the Federal Republic of Nigeria, and has all necessary powers to enter into these Terms and carry on the business herein contemplated.
(b) It has full power, authority and legal right to execute, deliver and perform its obligations under these Terms.
(c) The execution, delivery and performance of these Terms has been authorized by all necessary action on the part of such Party and does not contravene any law, regulation, rule, order, agreement or commitment binding on such Party.
(d) These Terms constitute a legal, valid and binding obligation of such Party; and is enforceable against it in accordance with the terms hereof.
8.1 The Ambassador shall fully indemnify and hold the Bank harmless even after the expiration of these Terms for and against any and all damages, losses, expenses (including legal and professional expenses), demands, claims, sanctions, penalties or other liability whatsoever arising howsoever from administrative or legal action or proceedings against the Ambassador, its directors, officers, other employees in connection with the failure of the Ambassador to obtain, presently or in future, any requisite governmental and / or regulatory approvals, permits, licenses or other authorizations whatever required to provide its services under these Terms.
8.2 Each party shall fully and effectively indemnify and keep the other party indemnified for and against all damages, losses, expenses (including legal and professional expenses), demands, costs and other liabilities which a party may at any time incur as a result of any and all breaches by the either party of any its obligations under these Terms or from any third-party claim relating to the Ambassador’s right to provide the Agent Recruiter Services.
8.3 Parties further hereby indemnifies and agrees to hold the other free and harmless from and against all claim, losses, damages, costs, liabilities and expenses including legal fees arising from, suffered or incurred in relation to these Terms by reason of:
8.3.1 any breach of these Terms by a Firstmonie Agent recruited/referred by the Ambassador.
8.3.2 any fraudulent or negligent acts or omissions on the part of a Firstmonie Agent recruited/referred by the Ambassador.
8.4 The foregoing indemnity obligations shall survive expiration or termination of these Terms and shall remain binding on the Ambassador and its affiliates, successors and assign in perpetuity.
9.1 These Terms shall terminate automatically if any requisite governmental and / or regulatory approval, authorization, license or permit required by either Party to fulfill its obligations herein stated is withdrawn.
9.2 Notwithstanding any provision to the contrary, these Terms may be terminated by either party without need to show cause upon giving 30 (thirty) days’ notice of termination to the other party.
9.3 The Bank may terminate these Terms at any time by written notice to the Ambassador, where the Ambassador:
9.3.1 Fails to pay the applicable penal charge in accordance with Clause 11 below.
9.3.2 Fails to fulfill any of its duties as stated in Clause 5.1 above.
9.3.3 Manipulates the Bank’s system by connivance with Firstmonie Agents to generate fictitious transactions.
9.3.4 Fails to meet performance targets set by the Bank from time to time within the duration of these Terms.
9.3.5 Is engaged in any misconduct in the opinion of the Bank.
9.4 The Ambassador may terminate these Terms at any time by written notice to the Bank, where the Bank:
9.4.1 Fails to fulfill any of its duties as stated in Clause 5.2 above.
9.4.2 Is engaged in any misconduct and found guilty accordingly by the court.
10. EFFECT OF TERMINATION
Upon the termination of these Terms for any reason, the Ambassador:
10.1 Shall refrain from taking any action that can suggest or indicate that the Ambassador is acting as a FirstBank authorized Ambassador.
10.2 Shall cease to be entitled to receive any commission or fees provided in Clause 4 above, provided that any undisputed Commission due and outstanding prior to termination shall immediately be remitted to the Ambassador.
10.3 Shall return all PoS terminals in its custody to the Bank and provide the Bank with an updated list/address of all Firstmonie Agents that are mapped to the Ambassador.
10.4 Confirms that the Bank shall reserve the right to retrieve the PoS terminals that were released to the Ambassador for distribution if the Ambassador fails or refuses to comply with Clause 10.3 above.
10.5 Confirms that the Bank shall reserve the right to remap the Firstmonie Agents that were mapped to the Ambassador prior to the termination.
11. EXCLUSIVITY PROVISION
The Ambassador undertakes that the Ambassador shall not participate in recruiting or poaching any Firstmonie Agent (whether or not recruited by the Ambassador) for any competitor. Where the Ambassador breaches this undertaking, the Ambassador shall be liable to pay the Bank a penal fee of NGN200,000 (Two Hundred Thousand Naira) per Firstmonie Agent. Failure to pay the foregoing penalty shall amount to a material breach of these Terms and the Bank shall be entitled to terminate these Terms in accordance with Clause 9 above.
12.1 Parties agree that they will use all Confidential Information only to further the performance of the Agent Recruiter Services, and for no other purpose.
12.2 Parties shall not (i) disclose to any third party the “Confidential Information, (ii) make copies of any Confidential Information or any content based on the concepts contained within the Confidential Information for personal use or for distribution unless requested to do so by the other party, or (iii) use Confidential Information other than solely for the benefit of the other party.
12.3 Immediately upon termination of the relationship between FirstBank and the Ambassador and the Firstmonie Agent shall return to FirstBank any documents pertaining to FirstBank’s business or any of its trade secrets which are in its possession and FirstBank shall return to the Ambassador any documents pertaining to the Ambassador’s business or any of its trade secrets which are in its possession as it relates to this Agent Recruiter Services
12.4 Parties shall disclose Confidential Information only to their Representatives (who are bound to confidentiality as part of their employment or engagement with the Ambassador or who shall have separately agreed in writing to be bound by these confidentiality terms) that have a need to know the Confidential Information in relation to the performance of these Terms.
12.5 The foregoing confidentiality obligations shall survive expiration or termination of these Terms and shall remain binding on the parties and its affiliates, successors and assign in perpetuity with the exception, however, of Confidential Information that becomes part of the public domain without fault of either party, or any Representative of the party.
12.6 Parties shall not at any time during the implementation of the Agency Banking under these Terms release any statement to the press, or make any other public statement of any nature which could reasonably be expected to be published in any media regarding the relationship or the subject matter of these Terms as it relates specifically to the Ambassador, without the prior written consent of the other party.
13. COMPLIANCE WITH DATA PROTECTION LAWS
13.1 Parties each undertake to comply with the data protection laws, regulations and implementation framework (including but not limited to the Nigeria Data Protection Regulation 2019 and the Central Bank of Nigeria Data Protection Regulation) in force in the Federal Republic of Nigeria in the processing of personal data and other relevant data obtained in the course of the performance of their respective obligations under these Terms. Parties shall not use any third party to process personal data or any other information made available to it pursuant to these Terms without the prior written consent of the Bank or the Ambassador as applicable. Where third party processors are used to process data or perform a party’s obligations under these Terms, parties shall ensure that the processor is under similar confidentiality and data protection obligations as those contained in these Terms. Parties shall only process personal data in accordance with the other party’s instruction or as may be permitted by the other party in writing. Either party shall be liable for the unlawful processing of any data by itself, its third-party processors, agents and/or any contractor engaged and parties hereby undertake to indemnify and keep each other indemnified against any loss arising therefrom or in connection thereto.
13.2 The Parties shall ensure that they adopt and implement adequate physical and technical measures to guarantee the confidentiality, secure processing and storage of personal data obtained and processed pursuant to these Terms.
14. USE OF DATA
FirstBank will collect personal data about the Ambassador and persons referred by the Ambassador as potential Firstmonie Agents, including their name, phone numbers, e-mail addresses and other relevant KYC (know your customer) information (“Information”). By providing the Bank with the Information, the Ambassador expressly consent to the Bank: (i) processing Information as may be required by FirstBank solely for the purpose of the Agent Banking Services; and other related activities (where these related activities have been expressly communicated to the Ambassador); and (ii) using the Information and sharing same with other third parties, including the Bank’s subsidiary companies, parent, affiliates, members of FBN Holdings Plc’s group (Related Parties) and any service provider(s) engaged by FirstBank solely for the purpose of the Agency Banking Services. The Ambassador further warrants to the Bank that it has obtained the requisite consent to share the personal data of any third party with the Bank for the purpose of these Terms and holds the Bank harmless for any liability that may arise as a result of the Ambassador’s failure to obtain the requisite consent before sharing any third-party personal data with the Bank.
15. FORCE MAJEURE
15.1 If any of the Parties hereto is unable to perform its obligations under these Terms and such inability is caused by pandemics, epidemics, strikes, lockouts, acts of God, floods, storms, labor dispute, rebellion, civil commotion, riot or military action, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, non-performance by suppliers or subcontractors, compliance with an order of a competent government authority or other circumstances comprehended within the term “force majeure” or other circumstances beyond the immediate control of the Parties, neither of the Parties shall be entitled to claim compensation from the other Party.
15.2 The affected Party shall notify the other Party not later than 7 (seven) days of the occurrence of the Force majeure and:
15.2.1 The affected Party shall do what is reasonably within its means to avoid or remove the cause(s) of the Force Majeure and to the extent possible shall continue the performance of its obligations under these Terms; and
15.2.2 Where the cause(s) of the Force Majeure continues beyond 30 (thirty) days, either Party shall have the option to terminate the Agreement, provided that the provisions of clause 8.3 above shall apply thereto.
16. EXCLUSION AND LIMITATION OF LIABILITY
16.1 Except as otherwise permitted under the law, in no event will FirstBank, its affiliates, subsidiaries and/or any member of FBN Holdings Plc or their licensors, service providers or their agents, employees, agents, officers or directors be liable to you for damages, loss, liabilities, claims, and proceedings of any kind, under any legal theory, arising out of or in connection with your use of the Firstmonie Agent Banking Platform or your provision of the Agent Recruitment Service to the Bank, including without limitation any direct, indirect, special, incidental, consequential or punitive damages, including but not limited to loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, cancellation, modification or suspension of these Terms or otherwise, excluding losses arising from FirstBank’s negligence and breach of these terms and loss that is foreseeable.
16.2 Except for errors or malfunction proven to have arisen from the Firstmonie Agency Banking Platform, FirstBank excludes liability for and shall not be liable for any problems, error or technical malfunction of any telephone network or internet data service network, servers, computer equipment, software or failure of any e-mail or any system or application which prevent you from entering into or hampers your ability to provide the Agent Recruiter Services or use the Firstmonie Agency Banking Platform; whether or not same arises on account of technical problems, human error or traffic congestion on the Internet or at any website (including mobile applications), or any combination thereof, including any injury or damage to participant’s or any other person’s computer relating to or resulting from your use of the Firstmonie Agency Banking Platform as well as any activities of hackers.
17.1 Unless otherwise provided in these Terms, any notice required under these Terms shall be in writing and in English language and shall be deemed to have been properly given by a Party if it is delivered by hand or email to the addresses set out below or as may be communicated from time to time or used in the normal course of correspondence. In the case of a notice delivered by hand, there shall be sufficient proof once such notice is duly acknowledged by the receiving Party. Notices via email shall be regarded as having been delivered on the date it is delivered if sent during normal business hours or the next business day following the date it is delivered if sent after normal business hours on the day it is sent, provided there is a delivery receipt.
17.2 Notices issued in connection with this Agreement may be delivered to the following addresses:
In the case of the Ambassador:
Phone number: ……………………….
In the case of the Bank:
First Bank of Nigeria Limited
Samuel Asabia House, 35, Marina, Lagos
18.1 Severability: If at any time any of the provisions of, or acts envisaged in, these Terms is or becomes illegal, invalid or unenforceable in any respect under the applicable laws, regulations or policies in force in Nigeria, or any indication to that effect is received by either of the Parties from any competent authority, such provision shall be severed from these Terms or the Parties shall amend such provision in such reasonable manner as to achieve the intention of the Parties without illegality.
18.2 Lien and Set off: The Bank may at any time, (without notice to the Ambassador) lien the Ambassador’s account or set off any liability of the Ambassador to the Bank, whether either liability is present or future, liquidated or unliquidated, and whether or not either liability arises under this Agreement.
18.3 Alteration: No amendment, alteration, modification or waiver of any of the provisions of these Terms or the rights or obligations of the Parties shall be valid and effective unless it is agreed to and signed by each Party.
18.4 Further Assurance: Each party shall use all reasonable endeavours to procure that any necessary third party shall, promptly execute and deliver such documents and perform such acts as may reasonably be required for the purpose of giving full effect to these Terms.
18.5 Assignment: The Bank reserves the right to assign or transfer its rights or obligations under these Terms to any third party including its affiliates without prior written consent of the other Party. The Ambassador shall not assign or transfer its rights or obligations under these Terms to a third party without the prior written consent of the Bank.
18.6 No Agency: The relationship between the Parties hereto either as evidenced by the agreement or by the conduct of the Parties in pursuance thereof shall neither constitute nor be construed as a partnership or an agency. It is expressly understood and agreed that the relationship between the Parties is purely that of independent contractors.
18.7 Entire Agreement: These Terms constitutes the entire understanding of the Parties hereto and the failure of either Party to enforce at any time or for any period of time any provisions of this Agreement shall not be construed as a waiver of such provision or of the right of such Party thereafter to enforce each and every such provision of this Agreement. Notwithstanding the foregoing, the Bank shall be entitled to vary any term/s of these Terms subject to it providing notice to the Ambassador of such change and the Agreement of the Ambassador on variation of the Terms.
18.8 Governing Law and Jurisdiction: This Agreement, including any question regarding its existence, validity or termination, shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria without regard to choice of law principles or rules.
18.9 Dispute Resolution: Any disputes arising between the Parties shall be resolved amicably between them. In the event that any such dispute is not amicably resolved within 14 (fourteen) days from the date of the first attempt at resolving the dispute, either Party may refer the dispute to the Nigerian Courts.
18.10 Contact: For further enquiries, please contact the Bank via email FirstmonieAgent@firstbanknigeria.com.
By clicking the submit/accept button, you confirm your acceptance of the above Terms and agree that the Terms constitute a legally binding agreement between you and FirstBank. Notwithstanding the forgoing, you understand and agree that these Terms shall only be binding on the Bank from the Effective Date and that the Bank is not bound to accept your application to be onboarded as a Firstmonie Ambassador.
FIRSTMONIE AGENT PLATFORM
TERMS AND CONDITIONS
INTRODUCTIONPlease read the following Terms and Conditions carefully. The following Terms and Conditions below apply to the Onboarding of FirstMonie Agents on the Agent Banking Services through First Bank of Nigeria Limited (“FirstBank” or “Bank”). By accepting these Terms and Conditions, you agree and confirm that you have read, understood, and agree to be bound by the terms and conditions contained herein, and subsequent amendments thereto as well as all applicable laws and regulations now existing or which may hereafter be enacted, issued, or enforced. You agree to be bound by these terms and conditions (Terms or Agreement). You also agree that the Terms are supplementary to the Firstmonie terms and conditions and other existing terms governing the banking relationship between you and the Bank and subsequent amendments thereto (Other Terms). You further confirm that you have read, understood, and agree to be bound by the Other Terms. You are deemed to have read and understood all applicable terms, conditions, rules, regulations, or agreements referenced herein and will be bound by them (as well as their revisions) accordingly. You further agree to keep abreast of all such terms, conditions, rules, regulations, or agreements, as they are made available by the Bank from time to time. If you do not agree with the Terms and Conditions contained herein, DO NOT CLICK THE ACCEPT BOTTON ON THE FIRSTMONIE AGENT PLATFORM In these Terms, “the Bank” “we”, “us” or “our” refers to FirstBank, its successors, agents and assigns, while “Agent”, “you” or “your” refers to you and/or anyone providing Agent Banking Services to the Bank. (FirstBank and the Agent are hereinafter jointly referred to as “Parties” and each a “Party”) RECITALS
- a) FirstBank is a financial institution licensed by the Central Bank of Nigeria to carry on the business of banking in Nigeria.
- b) FirstBank has been authorized by the Central Bank of Nigeria to provide Agent Banking Services in Nigeria.
- c) FirstBank is desirous of engaging the services of the Agent to provide Agent Banking Services (as hereinafter defined) to its customers.
- d) You have agreed to provide the Agent Banking Services (as hereinafter defined) on behalf of FirstBank and has indicated your capability and willingness to provide the services to FirstBank subject to the terms and conditions contained in this agreement
- e) In furtherance of the above, the Parties have agreed to enter into this Agreement, for the purpose of articulating the terms and conditions that will govern the provision of Agent Banking Services.
- DEFINITIONS AND INTERPRETATIONS
- APPOINTMENT AS AGENT
- YOUR UNDERTAKINGS
- 25 Understand and agree that POS Terminal is free (unless otherwise communicated through the Bank’s approved official means) and shall not make any payment, deposit, or advance through FirstBank Staff member or any other person in order to obtain or fast-track the process for obtaining a POS Terminal. 4.26 You further agrees that FirstBank shall not be responsible for any claims, damages, losses you may suffer from breach of this clause 4.25 above.
- YOUR RIGHTS AND DUTIES
- You have full power and authority to enter into, and perform your obligations stated under this Agreement;
- there are no conditions, events, occurrences, or other circumstances that might materially adversely affect your ability to carry out all or any of your obligations under this Agreement;
- You have full knowledge of the relevant legislations and regulations governing the Agent Banking business in Nigeria and has the capacity to carry out the Agent Banking Services as contemplated in this Agreement and/or by the relevant laws or regulations.
- You are well established and has been carrying out commercial activities, for at least twelve (12) months immediately preceding the date of your completion of the Agent Registration/Enrolment Form and all documents provided as evidence in connection therewith are true and accurate;
- Your credit ratings at a CBN licensed credit bureau or such other relevant credit rating agency for at least 12 months prior to this Agreement has been positive and has not been classified as non-performing borrower. You shall ensure that this position remains unchanged throughout the duration of the Agreement;
- The execution and performance of your obligations under this Agreement will not contravene any provision of, or constitute a default under, any applicable law (including any Anti-Money Laundering Laws) , administrative regulation or court order or judgment applicable to you or any constitutional documents (where applicable) or other agreement(s) to which you are a party; and
- you understand that all data and information collected from Customers, FirstBank or such other applicable sources while performing its obligations under this Agreement shall remain the property of FirstBank, and it hereby waives all rights to claim on such data or information.
- You have the financial capability, technical competence, and good standing to perform each and all of your obligations under this Agreement.
- You understand that for the purposes of account reconciliation, limited to view only access, the Agent shall be profiled on the online banking platform/tool. You also understand that there are terms and conditions governing the use of online Banking, the full version of which can be accessed on www.firstbanknigeria.com as updated from time to time by Firstbank.
- You confirm that by signing this Agreement, you have read the full version of the terms and conditions governing the use of online banking and voluntarily accepts same, flowing from your understanding of the nature of your obligations.
- it has full power and authority to enter into, and perform its obligations under, this Agreement.
- there are no conditions, events, occurrences or other circumstances that might materially adversely affect its ability to carry out its obligations under this Agreement.
- its execution and performance of this Agreement will not contravene any provision of, or constitute a default under, any law, its constitutional documents or other agreement to which it is a party; and
- it has the financial capability, technical competence and good standing to perform its obligations under this Agreement.
- any breach of this Agreement by you, any sub-agent appointed by the Agent (where the appointment of such sub-agent is approved by the Bank) and your employees and/or personnel.
- any fraudulent or negligent acts or omissions on your part or your employees in performing or carrying out the Agent Banking Services.
- Any loss arising from any breach of security and/or theft which occurs at your location or Service Point.
- opening of a new/additional service point(s) in different location(s) without obtaining prior approval from FirstBank
- receiving and cashing cheques on behalf of FirstBank
- carrying out foreign currency denominated transactions
- splitting transactions that could have been affected within a single transaction limit, in order to generate more commissions.
- using Transaction Channels not approved for Agent Banking Services to perform transactions on behalf of customers
- You becomes insolvent, is adjudged bankrupt , files or has filed against you a petition under any of the provisions of bankruptcy, insolvency or other laws relating to insolvency or bankruptcy, or if a receiver or administrative receiver is appointed over your business or property, or you make an assignment for the benefit of creditors, attempts to assign this Agreement without written consent of FirstBank, ceases or threatens to cease to carry on its business, or in case of limited liability company passes a resolution for winding up or, in the sole judgment of FirstBank, you have suffered a material impairment to your credit;
- there shall have occurred a change of control in the ownership of the Agent (where applicable) and such change is capable of adversely affecting performance of your obligations under this Agreement;
- You use your business premises for any illegal or unlawful activity such as money laundering, fraudulent purposes or any other form of illegal business/ trade.
- You fraudulently extract and uses Customer information (personal details, personal identification number (PIN), or any other financial or non- financial information of the customer).
- You breach any of the terms of this Agreement, fails to carry out any of your obligations or abandons the Agent Banking Services, or is in default under any other agreement between you and FirstBank.
- fails for any reason to carry on its or his/her business; or
- without prior notification to FirstBank fails to keep its Service Points open for normal Business hours for two (2) consecutive Business Days.
- i) you breach any one or more of the obligations in this Agreement; or
- ii) any other bank terminates its Agent Banking relationship with you
- cease to use the “Authorized Mark” including, without limitation, removing all signage from the exterior and interior of its building or premises that include the Authorized Mark;
- take all necessary steps to change its listing in telephone directories, on its website(s) as FirstBank’s Agent, and do all other acts necessary to remove any other identification of the Agent as a provider of the Agent Banking Services for FirstBank;
- remove and deliver to First Bank at your sole costs all banners, signs, samples, price lists, sales promotion materials, transaction receipts, logbook and all other Firstbank branded materials for the Agent Banking Services in your possession or at your location/Service Points that were furnished by FirstBank to you. You shall desist from continued use of FirstBank’s brand, promotional and other materials after the termination or expiration of this Agreement; and
- Supply FirstBank with such information regarding Customers as is reasonably necessary for FirstBank to assume or transfer, following expiration or termination of this Agreement, service and support responsibilities with respect to the Agent Banking Services performed by you under this Agreement.
- Deliver to FirstBank all Confidential Information and/or personal data belonging to any Customer or other individual in connection with the Agent Banking Services, which are in your possession prior to the termination of this Agreement or which subsequent comes under your possession after the termination.
- We will use your information to provide our products and services, for assessment and analysis purposes (including credit and behavioral scoring and market/product analysis), to comply with AML/CFT regulations and any other relevant regulatory authority.
- By providing personal and financial information relating to others (e.g. dependents, employees, third parties or joint account holders) for the purpose of using our products and services, you confirm that you have their consent for us to use in accordance with the terms set out herein.
- We may share your information with other companies in the FBN Holdings Plc Group, service providers, debt collection agencies and our approved third-party partners to provide our products and services to you or as required by law and/or regulation. We will only share the minimum amount of information necessary to achieve such purposes.
- We may also collect information about you from 3rd parties as required to provide you with our products and services.
- If we transfer your information to a person, branch or organization located in another country, we will take steps to obtain their agreement to apply the same levels of protection as we are required to apply to your information.
- We will retain information about you after the closure of your account, if the banking business relationship has terminated, if you withdraw your consent, or if your application is declined for as long as permitted for legal, regulatory, fraud prevention and legitimate business purposes.
- If you have concerns relating to the processing of your personal information, you may do so at any time by contacting the Data Protection Officer on:
- You will be considered to have given your consent to us for the processing of your Personal and Sensitive Personal Data when you agree to the stated terms on this Firstmonie Agent Platform Terms and Conditions
- WAIVER & AMENDMENTS
- The arbitration proceedings will be held in Lagos, Nigeria and the arbitral award shall be final and binding.
- The arbitration proceedings will be conducted in the English language and the arbitrator(s) must be fluent in the English language.
- GOVERNING LAW
- Collection of documents for Opening of Accounts by FirstBank
- obtaining duly completed account opening forms containing Customer’s personal information such as name, address, email, telephone number, date of birth, mother’s maiden name, gender
- obtaining KYC documentation from each Customer as may be required by FirstBank and the CBN, from time to time.
- collection of documentation sufficient to prove such customer’s identity including utility bills, international passport, driving licence etc. and such other information as may be required by FirstBank, from time to time.
- Sending all documents and information collected under 1 (a)-(c) above to its Designated Branch.
- Transaction Services and Channels
- Cash Deposits
- Cash Withdrawals
- Airtime Top-up
- Bills Payments
- Funds Transfer Services
- Balance Enquiry
- Account Opening
- BVN Capture
- Any other transactions/service approved by FirstBank in writing.
- POS terminal supplied by FirstBank for Agent Banking services only (i.e. connected to the Agent Banking platform).
- The FirstBank USSD string connected to the Agent Banking platform, accessible via the Agent’s device.
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7 Reasons to Become a Firstmonie Agent
Self-registration within minutes
Instant free POS
Get a free POS terminal when you onboard as a Firstmonie Agent
Instant credit / settlement for transactions processed
Easy / stress free liquidity management
Access to Agent credit
Quick access to working capital support
Comprehensive insurance for you the Agent and your workers; priced at the cheapest rate
Excellent support structure
Over 750 branches across Nigeria ready to attend to your needs
Member of the largest Agent network
Opportunity to join the largest Agent network in Nigeria