1.1. “Agent” means a person or entity who successfully subscribes to use the APP. The term Agent shall include the said Agent’s personal representatives, successors in title and assigns as well as persons acting with the Agent’s authority such as servants or employees.
1.2. “Cash” means the lawful currency of the Federal Republic of Nigeria.
1.3. “Charges” means the charges for the use of the APP as may be prescribed and published by Cosmic Intelligent Labs Limited, from time to time.
1.4. “Contract”: means the terms and conditions contained herein and as may be amended in writing, from time to time by Cosmic.
1.5. “Cosmic”, “we”, “us”, “our”, means Cosmic Intelligent Labs Limited and where applicable, its employees, officers and authorized agents.
1.6. “Kudi Wallet” means a digital account on the APP that, when funded, allows an Agent to make electronic transactions on behalf of members of the public.
1.7. “PIN” means your personal identification number being the password you choose to access and operate your Kudi Wallet and includes the one-time 4-digit PIN sent to you on registration for the purpose of activating your Kudi Wallet.
1.8. “Recipient” means member of the public or corporate entity to whom a fund transfer has been initiated through the App.
1.9. “You” or “your” means the Agent who has registered to use the APP.
2.ACCESS TO THE APP
To access the APP or some of the resources it offers, you will be required to provide certain registration details or other information i.e. bank account or card details, information about location of your business, etc. You represent and warrant that all the information you provide will be correct, current and complete. If we believe that the information you provide is not current, incorrect, incomplete or misleading, we have the right to refuse you access to the APP or any of its resources, and to terminate or suspend your access at any time.
You are responsible for safeguarding the password that you use to access the APP. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols). We cannot and will not be liable for any loss or damage arising from your failure to comply with the above.
4. AGE OF USERS
To use the APP, you must be, and represent and warrant that you are 18 years and over and of legal competence to enter into a binding agreement with us, and are not otherwise prohibited from using the APP in accordance with these terms and conditions or any relevant laws.
5. PROOF OF IDENTIFICATION
5.1. To use the APP, you must provide sufficient proof of identification (ID). The following items shall constitute sufficient proof of (ID): original national ID card, driver’s licence or international passport if you are a Nigerian national; and original alien certificate, diplomatic ID or passport if you are a foreign national.
5.2. Cosmic may at its sole discretion, reject any attempt to use the APP and its resources if any of the requirements set out in 5.1 above are not met or if you fail to provide us with satisfactory proof of ID.
7. CHANGES TO THE APP
8. SERVICE DESCRIPTION
8.1. The APP permits registered Agents to make a profit while performing financial transactions on behalf of members of the public including without limitation, transfers, withdrawals, airtime purchase, paying cable and electricity bills, using Kudi Wallets.
8.2. All transactions shall be denominated in Nigerian Naira and Kobo. The APP may not recognize any other monetary value. You hereby agree to round off any transaction value to the nearest Nigerian currency.
8.3. Subject to the prescribed transaction limits and the provisions of these Terms and Conditions, the balance of your Kudi Wallet is redeemable at any time and shall be disposed of only in accordance with your instructions given via the APP. 8.4. Cosmic may in its absolute
8.4. Cosmic may in its absolute discretion, restrict or limit the number of Kudi Wallets that Agents may operate at any one time.
8.5. You acknowledge that Cosmic is neither a bank nor a deposit-taking institution.
9. KUDI WALLET USAGE
9.1 After your Kudi Wallet has been opened and activated, you will be able to initiate the following Transactions
9.1.1. Fund your Kudi Wallet through a debit card;
9.1.2. Send money to personal or third party accounts from your Kudi Wallets;
9.1.3. Withdraw cash from your Kudi Wallet through participating ATM networks;
9.1.4. Purchase Prepaid Airtime;
9.1.5. Pay utility bills or make one-off or periodic payments or remittances to participating utility providers, financial institutions charity organisations, etc.;
9.1.6. Manage your Kudi Wallet (e.g. check balance inquires, change PIN, etc.);
9.1.7. Any other transactions as may be introduced by Cosmic from time to time.
9.2. No interest will be paid on any funds held in your Kudi Wallet.
9.3. Cosmic does not warrant that all functionalities and or transactions on the APP shall be available at all times. Cosmic may withdraw any functionality and or transaction or the entire APP as a direct result of new or amended legislation, statutory instrument, government regulations or policy or any other compelling reason.
9.4. Cosmic may provide additional functionalities and or transactions on the APP following integration with platforms of financial institutions and other entities providing you with specified services. Such functionalities may give you limited access to platforms of the financial institutions or other entities. By using such functionalities to gain access to other platforms, you hereby agree to indemnify Cosmic against, and hold Cosmic harmless from any losses arising from your access to such external platforms.
9.5. In the event of any review of our business planning, technical, public interest or operational reasons, changes within the industry, recommendations from regulatory bodies or similar events, Cosmic may vary these terms and conditions or policies affecting usage and shall notify you of such changes through appropriate means. Your continued use of the APP shall be deemed to be your acceptance of all such varied terms and conditions or polices.
10. TRANSFER OF FUNDS
10.1. Transaction limits and charges as prescribed by Cosmic shall apply each time you send money, pay bills or use other functionalities that effect the transfer of funds from your Kudi Wallet.
10.2. Your transaction request will not be completed:
10.2.1. If you have insufficient funds in your Kudi Wallet to complete the transaction and or to cover the charges for the transaction;
10.2.2. If you have reached the maximum Kudi Wallet balance limit prescribed by the APP;
10.2.3. If you have reached the daily limit prescribed by the APP;
10.2.4. If your Kudi Wallet has been temporarily suspended or permanently frozen on valid grounds;
10.2.5. If there is any other compelling reasons such as temporary system delay or outage.
10.4. If the funds in your Kudi Wallet is not sufficient to conduct your transaction (including covering the transaction cost) request in full, the transaction will not be completed and no funds will be debited from your Kudi Wallet.
10.5. Where the APP is unable to complete a transaction the Agent will be notified by way of a pop-up message on the Agents devise.
10.6. In the event that a transaction fails but an Agent’s Kudi Wallet is debited, the Agent shall inform the Cosmic customer support of this occurrence. Upon receipt of this report Cosmic shall conduct an investigation and effect a refund to the Agent’s Kudi Wallet only where the failed transaction was occasioned by a glitch or technical failure of the App.
10.7. A transaction once completed is final and irrevocable. As such, Cosmic shall not be under any compulsion to reverse any transaction.
10.8. Notwithstanding the import of clause 10.7, Cosmic reserves the right, at its sole discretion, to cancel or reverse a transaction if reasonable grounds such as manifest error or fraud are shown and PROVIDED THAT the Recipient has not redeemed the funds covered by the transaction and the reversal claim is made within one (1) month of the erroneous transaction date.
10.9. Cosmic shall not be compelled to refund or compensate the sender if the funds are sent to a recipient mistakenly or in error or fraudulently or under duress and you hereby agree to hold Cosmic harmless for any losses arising from a mistaken, erroneous or fraudulent transfer of funds or any transfer of funds from your Kudi Wallet effected under duress or under coercion or criminal force.
11. KUDI WALLET OPENING AND MAINTENANCE
11.1. You are responsible for ensuring that your registration details are maintained and updated.
11.2. Cosmic reserves the right to request for further information pertaining to your Kudi Wallet at any time. Failure to provide the required information may result in limitation on usage of the APP, suspension or termination of your access to the Kudi Wallet.
12.1. You may generate, from the APP, an official statement containing the details of the transactions conducted on your Kudi Wallet for a specified period and for which you may be charged a fee. Such official statement shall be conclusive evidence of the transactions conducted on your Kudi Wallet during the period covered in the statement.
12.2. For the avoidance of doubt, Cosmic shall not be obliged to adduce evidence in any civil or criminal court in relation to the contents of the statement pursuant to clause 12.1.
13.1. Access to the APP is PIN protected. You hereby agree to guard your PIN and not to disclose it to any third party including staff of Cosmic or any person purporting to have authority to request for it.
13.2. You acknowledge that you shall be solely responsible for the security of your PIN. Cosmic shall not be liable for any disclosure of your PIN to any third party and you hereby agree to hold Cosmic harmless from any losses that may result from any PIN disclosure.
13.3. You are responsible for all instructions given to Cosmic in relation to your Kudi Wallet. 13.4. Cosmic shall deem each
13.4. Cosmic shall deem each correct PIN entry as being performed by the legitimate owner of the Kudi Wallet and shall regard all subsequent transactions as validly performed by you.
13.5. You are prohibited from using any services or facilities provided in connection with the APP to compromise security or tamper with system resources and/or Kudi Wallets. The use of tools designed for compromising security (e.g., password guessing programs, cracking tools, or network probing tools) is strictly prohibited. If you become involved in any violation of system security, Cosmic reserves the right to release your details to system administrators in order to assist them in resolving security incidents.
13.6. Cosmic reserves the right to investigate suspected violations of these terms and conditions. .
14.1. You are responsible for the payment of all applicable fees. All charges applicable to the use of the APP are set forth in a separate fee schedule and as may be published from time to time by Cosmic and are subject to change at any time at Cosmic’s sole discretion.
14.2. All fees are deducted at source and are subject to change at any time at Cosmic’s sole discretion.
14.3. Fees payable on each transaction will be deducted from your Kudi Wallet at the completion of each transaction. Your new balance on completion of the transaction shall be notified to you by SMS.
14.4. Except as may otherwise be notified, fees are inclusive of all applicable taxes including Value Added Tax at the prevailing rate
15. ELECTRONIC DELIVERY STATEMENT AND YOUR CONSENT
You agree that we may provide to you notices and other information concerning us or the APP electronically, including notice to any email address that you may provide.
16. SUSPENSION, TERMINATION AND FREEZING
16.1. We reserve the right at our sole discretion to suspend or terminate the agreement if you use the APP for unauthorized purposes.
16.2. You acknowledge that we may be compelled by law to suspend and/or freeze your Kudi Wallet or decline to execute your transaction requests if there are reasonable grounds to suspect that a Kudi Wallet has been or is being or may be used to receive or send funds in connection with any criminal or fraudulent activity.
16.3. We may, at our discretion, close your Kudi Wallet at any time for any reason upon giving one (1) weeks’ notice to you and making reasonable attempts to reach you. In such circumstances, you shall be entitled to the balance of any funds remaining in your Kudi Wallet.
16.4. We may send notices to you at any postal address provided by you or electronically by SMS to your mobile telephone number with which you registered on the APP.
16.5. This agreement terminates automatically upon the death of the Agent who has signed up to use the APP
Cosmic may investigate any suspicious activity on the APP and, depending on the outcome of such investigation, may escalate the suspicious activity to the relevant law enforcement authority.
18. DISCLAIMER AND WARRANTIES
18.1. THE CONTENT OF THIS APP IS PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS OR CONTENT CONTAINED IN THIS APP WILL BE INTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR SERVER THAT MAKES IT AVAILABLE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE DO NOT WARRANT OR MAKE ANY REPRESENTATION REGARDING USE, OR THE RESULT OF USE OF THE CONTENT IN TERMS OF ACCURACY, RELIABILITY, OR OTHERWISE INCLUDING THE CONTINUOUS, UNINTERRUPTED OR SECURE ACCESS TO THE APP, WHICH MAY BE AFFECTED BY FACTORS OUTSIDE COSMIC’S CONTROL OR MAY BE SUBJECT TO PERIODIC TESTING, REPAIR, MAINTENANCE OR UPGRADES. THE CONTENT MAY INCLUDE TECHNICAL ERRORS AND THE COMPANY MAY MAKE CHANGES, OR IMPORVEMENTS AT ANY TIME. YOU, AND NOT US, ASSUME THE ENTIRE COST OF ALL NECESSARY SERVICING REPAIR OR CORRECTION IN THE EVENT OF ANY LOSS OR DAMAGE ARISING FROM THE USE OF THIS APP OR IT’S CONTENT. WE MAKE NO WARRANTIES THAT YOUR USE OF THE CONTENT WILL NOT INFRINGE THE RIGHTS OR OTHERS AND ASSUME NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH CONTENT.
18.2. You understand that we cannot and do not guarantee or warrant that our APP or content made available thereon will be free of any viruses, worms, Trojans horses, or other codes that many manifest contaminating or destructive properties. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for accuracy of data input and output, and for maintaining a means external to this site for this reconstruction of any lost data. We do not assume any responsibility or risk for your use of the internet.
18.3. The content, features and functionalities on the APP are not necessarily complete and up to date and should not be used to replace any written reports, statement, or notices provided by us.
19. LIMITATION OF LIABILITY
19.1. Cosmic will not be responsible for any claims whatsoever arising from your use of the App. Cosmic specifically disclaims all liability for any damages or losses, including, without limitation, direct, indirect, consequential, special, incidental or punitive damages deemed or alleged to have resulted from or caused by but not limited to:
19.1.1. transactions made to unintended recipients or payments made in incorrect amounts due to the input of incorrect information by you;
19.1.2. transactions made from your Kudi Wallet by an unauthorized third party who passes all identity and verification checks;
19.1.3. any fraud, deception or misrepresentations by you,
19.1.4. any damages resulting from a recipient’s decision not to accept a transaction made by you through the APP,
19.1.5. failure of any other telecommunications or data transmission system other than the APP;
19.1.6. any result of any acts of government or authority, any act of God or force majeure.
19.2. You shall not assert claims for monetary or other damages arising from the APP, your use thereof or its contents, facilities or functionalities. We shall not be liable for any indirect, special, incidental, consequential or exemplary damages whatsoever including loss of revenue, or income, pain, and suffering, emotional distress, or similar damages, resulting from the use of this APP, even if we knew or should have known of the possibility of such damage.
19.3. You understand and accept that to the fullest possible extent permitted in law, we accept no responsibility for any loss or damage or injury caused to you or your hardware or software whether we cause such loss or injury directly or indirectly.
You hereby agree to indemnify and hold us, our parent, subsidiaries and affiliated companies and their respective directors, officers, employees and representatives, harmless from any and all claims, liabilities, litigations, costs and expenses (including but not limited to attorney fees) that you or any third party assert, or may assert, based on or relating to your use, or use by any individual using your PIN, or of the APP.
21. DISCLOSURE AND DATA RETENTION
21.1 You hereby expressly consent and authorize Cosmic to disclose any transaction data or information pertaining to your Kudi Wallet to any law enforcement, investigative or regulatory authority including without limitation the Nigerian Police, Central Bank of Nigeria, Economic and Financial Crimes Commission, or any competent anti-money laundering authority for the purposes of any genuine enquiry or investigation or to any third party to which you have separately, either in writing or electronically through the APP or otherwise, authorised Cosmic to disclose transaction data or information pertaining to you or your usage of APP, including your Kudi Wallet provided that any consent given to Cosmic to disclose information to any third party (not being a law enforcement, investigative or regulatory authority) pursuant to this clause may be withdrawn at any time.
21.2. You acknowledge that where your Kudi Wallet is determined by a competent judicial authority as containing proceeds of any criminal or money laundering activities, Cosmic may be required by law to surrender funds in your Kudi Wallet to any statutory fund created for the purpose of recovering the proceeds of crime.
21.3 You acknowledge that Cosmic may retain your transaction data for a period of up to seven (1) year or as may be required by any law or regulation
22. PROPRIETARY RIGHTS
22.1. Using the APP does not give you ownership of or any rights to any materials, functionalities, operations and content on the APP, all of which are owned exclusively and reserved by us and protected by copyright and other intellectual property rights.
22.2. Trademarks, service marks, and logos appearing on the APP are the property of Cosmic or the party that provided the trademarks, service marks, and logos to Cosmic and any party that provided trademarks, service marks, and logos to Cosmic retain all rights with respect to any of their respective trademarks, service marks, and logos appearing on the APP.
22.3 You acknowledge and will respect all such copyright and other intellectual property rights we own or may own in the look and feel of the APP and its contents including any text, graphics, data, stills, photographs and moving images. You further agree that you will not infringe our copyright by any method or manner now known or as may exist in the future.
23. RIGHTS OF THIRD PARTIES
These terms and conditions are between you and us and not any third party, and these terms and conditions are not intended to confer any rights of any nature upon any party other than you and us and our legal associates.
24.1. In using the APP, you agree you will comply with all applicable laws and regulations.
24.2. Cosmic may revise these Terms and Conditions of Use at any time by updating this posting.
24.3. We reserve the right in our sole discretion to deny Agents access to the APP without notice and to decline to provide use of the APP to any Agent that is in breach of these terms and conditions.
24.4. We shall not be liable to you for any breach of these Terms and Conditions or any failure to provide or delay in providing any service through the APP resulting from any event or circumstances beyond our reasonable control including without limitation, strikes, fire, explosion or accident, breakdown of systems or network access.
24.5. The enforceability or otherwise of any provisions of these Terms and Conditions shall not affect the enforceability of the rest of these terms and conditions.
24.6. This Agreement will not be assignable or transferable by you.
24.7. You acknowledge that you are independent Agents and Cosmic shall not be liable for your acts or omissions.
24.8. These terms and conditions will be governed and interpreted pursuant to the laws of the Federal Republic of Nigeria.
24.9. Any and all disputes, claims or litigation arising from or related in any way to this Terms or any provisions herein will be resolved by mediation at the Lagos Multi Door Court House, Lagos State, Nigeria. Where such dispute persists, it shall then be resolved by Nigerian Courts in Lagos State. The parties hereby waive any objections against and expressly submit to the exclusive jurisdiction of the Nigerian Courts in Lagos State.
24.10. We reserve the right to terminate your use of the APP if you violate these Terms and Conditions or any rules or guidelines posted on the APP or for any other reason in our discretion. If you have any queries or concerns relating to the APP or these terms and conditions please forward your query to the following email address: