The TribeNaija® application (the “Application”) and the website located at https://tribenaija.net (the “Site”) are copyrighted works (“Services”) belonging to Advocacy for One Nigeria and Citizens’ Rights Initiative (“Company”, “us”, “our”, and “we”). Certain features of the Services may be subject to additional guidelines, terms, or rules, which will be indicated on the Application or posted on the Site in connection with such features.
These Terms set forth the legally binding terms and conditions that govern your use of and access to the Services. By accessing or using the Services, you are accepting these Terms (on behalf of yourself or the entity that you represent), and you represent and warrant that you have the right, authority, and capacity to enter into these Terms (on behalf of yourself or the entity that you represent). If you do not agree with all of the provisions of these Terms, kindly do not proceed to access and/or use the Services.
1.1 Account Creation. In order to use certain features of the Application, you must register for an account (“Account”) and provide certain information about yourself as prompted by the account registration form. You represent and warrant that: (a) all required registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information. You may delete your Account at any time, for any reason, by following the instructions on the Application. Company may suspend or terminate your Account in accordance with Section 8.
1.2 Account Responsibilities. You are responsible for maintaining the confidentiality of your Account login information and are fully responsible for all activities that occur under your Account. You agree to immediately notify Company of any unauthorized use, or suspected unauthorized use of your Account or any other breach of security. Company cannot and will not be liable for any loss or damage arising from your failure to comply with the above requirements.
2. ACCESS TO THE SERVICES
2.1 License. Subject to these Terms, Company grants you a non-transferable, non exclusive, revocable, limited license to use and access the Services or any part thereof solely for your own personal, non-commercial use.
2.2 Certain Restrictions. The rights granted to you in these Terms are subject to the following restrictions: (a) you shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services, whether in whole or in part, or any content displayed on the Services; (b) you shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services; (c) you shall not access the Services
in order to build a similar or competitive website, product, or service; and (d) except as expressly stated herein, no part of the Services may be copied, reproduced, distributed, republished,
downloaded, displayed, posted or transmitted in any form or by any means. Unless otherwise indicated, any future release, update, or other addition to functionality or content of the Services shall be subject to these Terms. All copyright and other proprietary notices on the Services (or on any content displayed on the Services) must be retained on all copies thereof.
2.3 Modification. Company reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice to you. You agree that Company will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.
2.4 No Support or Maintenance. You acknowledge and agree that Company will have no obligation to provide you with any support or maintenance in connection with the Services except as otherwise provided under these Terms.
2.5 Ownership. Excluding any User Content (defined below) that you may provide, you acknowledge that all the intellectual property rights, including copyrights, patents, trade marks, and trade secrets, in the Services and its content are owned by Company or under licence to the Company. Neither these Terms (nor your access to the Services) transfers to you or any third party any rights, title or interest in or to such intellectual property rights, except for the limited access rights expressly set forth in Section 2.1. Company reserves all rights not granted in these Terms. There are no implied licences granted under these Terms.
3. USER CONTENT
3.1 User Content. “User Content” means any and all information and content that a user submits to, or uses with, the Application (e.g., content in the user’s profile or postings) through their Account. You are solely responsible for your User Content. You assume all risks associated with use of your User Content, including any reliance on its accuracy, completeness or usefulness by others, or any disclosure of your User Content that personally identifies you or any third party. You hereby represent and warrant that your User Content does not violate our Acceptable Use Policy (defined in Section 3.3). You may not represent or imply to others that your User Content is in any way provided, sponsored or endorsed by Company. Because you alone are responsible for your User Content, you may expose yourself to liability if, for example, your User Content violates the Acceptable Use Policy. Company is not obligated to backup any User Content, and your User Content may be deleted from the Application at any time without prior notice. You are solely responsible for creating and maintaining your own backup copies of your User Content, if you desire.
3.2 License. You hereby grant (and you represent and warrant that you have the right to grant) to Company an irrevocable, nonexclusive, royalty-free and fully paid, worldwide license to reproduce, distribute, publicly display and perform, prepare derivative works of, incorporate into other works, and otherwise use and exploit your User Content, and to grant sublicenses of the foregoing rights, solely for the purposes of including your User Content in the Site. You hereby irrevocably waive (and agree to cause to be waived) any claims and assertions of moral rights or attribution with respect to your User Content.
3.3 Acceptable Use Policy. The following terms constitute our “Acceptable Use Policy”:
(a) You agree not to use the Application to collect, upload, transmit, display, or distribute any User Content (i) that violates any third-party right, including any copyright,
trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) that is harmful to minors in any way; or (iv) that is in violation of any applicable laws and governmental regulations, including, but not limited to, all intellectual property, data, privacy, and export control laws, and regulations promulgated by any government agencies, including, but not limited to, the U.S. Securities and Exchange Commission, and any rules of any national and other securities exchanges.
(b) In addition, you agree not to: (i) upload, transmit, or distribute to or through the Application any computer viruses, worms, or any software intended to damage or alter a computer system or data; (ii) send through the Application unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages, whether commercial or otherwise; (iii) use the Application
to harvest, collect, gather or assemble information or data regarding other users, including e-mail addresses, without their consent; (iv) interfere with, disrupt, or create an undue burden on servers or networks connected to the Services, or violate the regulations, policies or procedures of such networks; (v) attempt to gain unauthorized access to the Services (or to other computer systems or networks connected to or used together with the Services), whether through password mining or any other means; (vi) harass or interfere with any other user’s use and enjoyment of the Services; or (vi) use software or automated agents or scripts to produce multiple accounts on the Application, or to generate automated searches, requests, or queries to (or to strip, scrape, or mine data from) the Services (provided, however, that we conditionally grant to the operators of public search engines revocable permission to use spiders to copy materials from the Site for the sole purpose of and solely to the extent necessary for creating publicly available searchable indices of the materials, but not caches or archives of such materials, subject to the parameters set forth in our agreement with the public service engines).
3.4 Enforcement. We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms or otherwise create liability for us or any other person. Such action may include removing or modifying your User Content, terminating your Account in accordance with Section 8, and/or reporting you to law enforcement authorities.
3.5 Feedback. If you provide Company with any feedback or suggestions regarding the Services (“Feedback”), you hereby assign to Company all rights in such Feedback and agree that Company shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. Company will treat any Feedback you provide to Company as non-confidential and non-proprietary. You agree that you will not submit to Company any information or ideas that you consider to be confidential or proprietary.
4. INDEMNIFICATION. You agree to indemnify Company (and its officers, employees, and agents), including costs and attorneys’ fees, from any claim or demand made by any third party due to or arising out of (a) your use of the Services, (b) your violation of these Terms, or (c) your violation of applicable laws or regulations. Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of these claims. You agree not to settle any
matter without the prior written consent of Company. Company will use reasonable efforts to notify you of any such claim, action or proceeding upon becoming aware of it.
5. THIRD-PARTY LINKS & ADS; OTHER USERS
5.1 Third-Party Links & Ads. The Services may contain links to third-party websites and services, and/or display advertisements for third parties (collectively, “Third-Party Links & Ads”). Such Third-Party Links & Ads are not under the control of Company, and Company is not responsible for any Third-Party Links & Ads. Company provides access to these Third-Party Links & Ads only as a convenience to you, and does not review, approve, monitor, endorse, warrant, or make any representations with respect to Third-Party Links & Ads. You use all Third
Party Links & Ads at your own risk, and should apply a suitable level of caution and discretion in doing so. When you click on any of the Third-Party Links & Ads, the applicable third party’s terms and policies apply, including the third party’s privacy and data gathering practices. You should make whatever investigation you feel necessary or appropriate before proceeding with any transaction in connection with such Third-Party Links & Ads.
5.2 Other Users. Each Application user is solely responsible for any and all of its own User Content. Because we do not control User Content, you acknowledge and agree that we are not responsible for any User Content, whether provided by you or by others. We make no guarantees regarding the accuracy, currency, suitability, or quality of any User Content. Your interactions with other Application users are solely between you and such users. You agree that Company will not be responsible for any loss or damage incurred as the result of any such interactions. If there is a dispute between you and any Application user, we are under no obligation to become involved.
5.3 Release. Subject to applicable law, you hereby release and forever discharge the Company (and our officers, employees, agents, successors, and assigns) from, and hereby waive and relinquish, each and every past, present and future dispute, claim, controversy, demand, right, obligation, liability, action and cause of action of every kind and nature, that has arisen or arises directly or indirectly out of, or that relates directly or indirectly to, the Services (including any interactions with, or act or omission of or any Third-Party Links & Ads).
The Services are provided on an “as-is” and “as available” basis, and, to the extent permitted by applicable law, Company (and our officers, employees, agents, successors, and assigns) expressly disclaim any and all warranties and conditions of any kind, whether express, implied, or statutory, including all warranties or conditions of merchantability, fitness for a particular purpose, title, quiet enjoyment, accuracy, or non-infringement. We (and our officers, employees, agents, successors, and assigns) make no warranty that the Services will meet your requirements, will be available on an uninterrupted, timely, secure, or error-free basis, or will be accurate, reliable, free of viruses or other harmful code, complete, legal, or safe.
7. LIMITATION ON LIABILITY
To the maximum extent permitted by law, in no event shall Company (or our suppliers) be liable to you or any third party for any lost profits, lost data, or any indirect, consequential, exemplary, incidental, special or punitive damages arising from or relating to these Terms or your use of, or inability to use, the Services, even if Company has been advised of the possibility of such damages. Access to, and use of, the Services is at your own discretion and risk, and you will be
solely responsible for any damage to your device or computer system, or loss of data resulting therefrom.
8. TERM AND TERMINATION. Subject to this Section, these Terms will remain in full force and effect while you use the Services. We may suspend or terminate your rights to use the Services or any part thereof (including your Account) at any time for any reason at our sole discretion, including for any use of the Services in violation of these Terms. Upon termination of your rights under these Terms, your Account and right to access and use the Services will terminate immediately. You understand that any suspension or termination of your Account may involve deletion of your User Content associated with your Account from our live databases. Company will not have any liability whatsoever to you for any termination of your rights under these Terms, including for termination of your Account or deletion of your User Content. Even after your rights under these Terms are terminated, the following provisions of these Terms will remain in effect: Sections 2.2 to 2.5, and Sections 3 to 9.4.
9. DATA PROCESSING
9.1 Definitions. In this Section 10 (Data Processing Addendum), “Data”, “Data Administrator”, “Data Controller”, “Data Transfer”, “Data Subject”, “Foreign Country”, “Personal Data”, “Personal Data Breach” and “Processing” shall have the meanings as defined in the Nigeria Data Protection Regulation 2019 (NDPR). “Processed” and “Process” shall be construed in accordance with the definition of “Processing”. All other defined terms herein shall have the same meanings as are defined elsewhere in this Agreement.
9.2 Compliance. In using our Services, the Processing of any Personal Data in relation to you, as Data Subject, provided to us, as Data Controller shall be in compliance with the requirements under the NDPR and, to the extent applicable, the data protection or privacy laws of any other country, (“Data Protection Laws”) such as the European Union General Data Protection Regulation (GDPR).
9.3 Data Administrator. We have engaged the services of a third party(ies) to serve as Data Administrator(s) for Processing of Data including Personal Data collected through use of Services. You, the Data Subject, hereby acknowledge and consent to the Processing of your Personal Data by the Data Administrator, subject to the applicable Data Protection Laws and conditions set out in these Section.
9.4 Conditions. To the extent that we Process your Personal Data in connection with these Terms, we and our Data Administrator(s) shall (a) taking into account the nature of the Processing, respond to requests to exercise Data Subject rights under applicable the Data Protection Laws, insofar as this is possible through the Application; (b) ensure that those of its employees authorized to Process Your Personal Data under this Agreement have committed themselves to confidentiality or are under an appropriate statutory obligation of confidentiality in relation to Your Personal Data; (c) implement the technical and organizational measures to ensure a level of security appropriate to the risk presented by Processing, in particular from a Personal Data Breach, including, as appropriate, the measures referred to in Clause 2.6 of the NDPR; (d) on termination of these Terms, delete the Personal Data in connection with these Terms to the extent permitted under the applicable Data Protection Laws; (e) undertake the appointment of any Data Administrator or sub-Data Administrator subject to these Terms; and (f) not transfer or authorize the transfer of Processed Personal Data to countries outside Nigeria unless the Personal Data ad its Processing are adequately protected in accordance with the NDPR and applicable Data Protection Laws.
9.5 Personal Data Breach. We shall notify the Data Subject without undue delay upon becoming aware of a Personal Data Breach affecting your Personal Data, with sufficient information to allow us to meet any obligations under the Data Subject’s rights under the Data Protection Laws.
10.1 Changes. These Terms are subject to occasional revision, and if we make any substantial changes, we may notify you by sending you a message to the last contact address you provided to us (if any), and/or by prominently posting notice of the changes on the Application or our Site. You are responsible for providing us with your most current contact address. In the event that the last contact address that you have provided us is not valid, or for any reason is not capable of delivering to you the notice described above, our dispatch of the message containing such notice will nonetheless constitute effective notice of the changes described in the notice. Any changes to these Terms will be effective upon the earlier of thirty (30) calendar days following our dispatch of a notice to you via your contact address (if applicable) or thirty (30) calendar days following our posting of notice of the changes on the Application or our Site. These changes will be effective immediately for new users of our Services. Continued use of our Services following notice of such changes shall indicate your acknowledgement of such changes and agreement to be bound by the terms and conditions of such changes.
10.2 Electronic Communications. The communications between you and Company use electronic means, whether you use the Site, Application or send us emails, or whether Company posts notices on the Site, or the Application or communicates with you via your contact address. For contractual purposes, you (a) consent to receive communications from Company in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that Company provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing.
10.3 Entire Terms. These Terms constitute the entire agreement between you and us regarding the use of the Services.
10.4 Waiver. A waiver by Company of any right or remedy under these Terms shall only be effective if it is in writing, executed by a duly authorized representative of Company and shall apply only to the circumstances for which it is given. Our failure to exercise or enforce any right or remedy under these Terms shall not operate as a waiver of such right or remedy, nor shall it prevent any future exercise or enforcement of such right or remedy. No single or partial exercise of any right or remedy shall preclude or restrict the further exercise of any such right or remedy or other rights or remedies.
10.5 Headings and Interpretation. The section titles in these Terms are for convenience only and have no legal or contractual effect. The word “including” means “including without limitation”.
10.6 Severability. If any provision of these Terms is, for any reason, held to be invalid or unenforceable, the other provisions of these Terms will be unimpaired and the invalid or unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent permitted by law.
10.7 Assignment. These Terms, and your rights and obligations herein, may not be assigned, subcontracted, delegated, or otherwise transferred by you and any attempted
assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. Company may freely assign these Terms. The terms and conditions set forth in these Terms shall be binding upon assignees.
10.8 Governing Law and Jurisdiction. These Terms and any dispute or claim arising out of or in connection with their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of the Federal Republic of Nigeria. You agree that the courts of the Federal Republic of Nigeria shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with the subject matter or formation (including non-contractual disputes or claims) of these Terms.
10.9 Copyright/Trademark Information. Copyright © 2021 Advocacy for One Nigeria and Citizens’ Rights Initiative, an incorporated trustee duly registered under the laws of the Federal Republic of Nigeria. All rights reserved. TribeNaija® and the depicted logo of the TribeNaija®, all other trademarks, logos and service marks (“Marks”) displayed on the Services
are our property or the property of our licensors. You are not permitted to use these Marks without our prior written consent or the consent of such third party which may own the Marks.
10.10 Contact Information. If you wish to contact us in writing, or if these Terms require you to give notice to us in writing, please email us at email@example.com.
LAST REVISED ON: 21st June 2021