Escrow and Payment Holding Terms

These Terms apply when With Ease Africa, operated by Aureva International Ltd, holds money in connection with a transaction between you and another party — including professional engagements, grant milestones, cooperative contributions and wallet balances. They form part of the Terms of Service.

What we are, and what we are not

We are not a bank. We are not a licensed escrow agent. We are not a deposit-taking institution, a money transmitter or a payment institution, and we do not hold ourselves out as any of these. We are not regulated by the financial services regulator of your country in that capacity.

Money held is not a deposit. It is not insured or otherwise protected by any deposit guarantee scheme. It earns no interest, and no interest is payable to you. We hold it only to release it according to the instruction the parties have already agreed.

How holding works

Funds are held from payment until the agreed release condition is met. Release happens on the agreed event — acceptance, milestone approval, cycle completion or an agreed schedule. Every movement is recorded in an append-only ledger which cannot be edited or deleted.

Determinations

Where the parties disagree, we may make a determination as to the release of the funds we hold, using the records available to us.

A determination is final and binding as to those funds and is not actionable against us. It decides only where the money goes. It decides nothing about the underlying dispute between the parties, who remain free to pursue each other, and it is not a finding about anyone's conduct.

We are not liable to any party for any determination, or for a delay in making one.

Fees, and the cap that applies here

Our fee is that shown before the transaction. Our total aggregate liability in connection with any engagement in which we hold funds is limited to the fee we actually charged on that engagement, and clause 12 of the Terms of Service applies in addition.

A claim relating to held funds must be notified to us in writing within three months of the event. A claim not notified in that period is irrevocably barred.

Failed, reversed and disputed payments

Where a payment is reversed, charged back or recalled, we may recover the amount from any balance we hold for you, and you remain liable for any shortfall.

Unclaimed funds

Where funds cannot be released because a party cannot be reached, we will hold them and attempt contact. Where the law of the relevant jurisdiction requires unclaimed money to be dealt with in a particular way, we will comply with it.

Your obligations

You confirm the funds are lawfully yours, that the transaction is lawful, and that you comply with everything required of you, including any anti-money-laundering registration required of you. We may refuse, freeze or return a payment where we suspect it is unlawful, and may report it where we are required to.

Limitation of liability

Nothing here limits our liability for death or personal injury caused by our negligence, for our own fraud, or for anything else that cannot lawfully be excluded. Your mandatory statutory rights are unaffected to the minimum extent the law requires.

Subject to that, we are not liable for indirect, consequential or special loss, nor for lost profit, revenue, business, goodwill, opportunity, data or reputation, and our total aggregate liability is limited to the lesser of the fees you paid us in the three months before the event and fifty United States dollars (USD 50).

Time limit

A claim must be notified to us in writing within six months of the date you became, or ought reasonably to have become, aware of it. A claim not notified in that period is irrevocably barred.

Indemnity

You will indemnify us in full and on demand, including our legal costs on a full indemnity basis, against everything arising from your breach of these terms, your use of the platform, or your breach of any law or third party right. This indemnity is not limited by the liability cap above.

Disputes

No class, collective or representative action. Send us written notice of any dispute and allow thirty days; that notice is a condition precedent to any claim. Unresolved disputes are finally settled by arbitration seated in Lagos, Nigeria, before a single arbitrator, in English.

Governing law, reform and language

Governed by the laws of the Federal Republic of Nigeria, where we are incorporated. An unenforceable provision is read down to the maximum extent enforceable rather than struck out, and severed only if it cannot be read down at all. English is the sole operative version; translations are for convenience only and create no rights.