Invest Africa Corporation Terms of Use Agreement
Welcome to Invest Africa Corporation, a New Jersey corporation (together with its officers, directors, agents, employees, partners and their respective affiliates, collectively, “Invest Africa”).
Invest Africa’s mission is to eradicate poverty by providing expansion capital to African micro and small enterprises (MSEs) and by connecting them with individuals all across the world in order to help them grow their businesses and create sustainable economic growth in their communities. We are committed to fulfill this mission by acting through means of honesty and integrity while serving the best interest of all the parties involved: the investors, our field partners and the local micro and small enterprises.
This Terms of Use Agreement (“Agreement”) is a contract between you (“you”) and Invest Africa and governs all interactions between you and Invest Africa, as well as your use of the website invest-africa.org (the “Website”) and all Invest Africa services. By using the Website, you agree to be bound by this Agreement, whether or not you become a lender (each individually, a “Lender,” otherwise known as “InVestor” and collectively, “Lenders” otherwise known as “InVestors”), participate in Invest Africa’s micro-lending program (the “Program”) or otherwise use the Website (a “User”). If you wish to become a Lender, participate in the Program or otherwise become a User of the Website, you must read all of the terms and conditions in, and linked to, this Agreement (including the Privacy Policy). If you do not agree with all of these terms and conditions, please do not participate in the Program or use this Website.
This Agreement supersedes any previous Agreement to which you and Invest Africa may have been bound. This Agreement may be modified by Invest Africa in its sole discretion from time to time and such modifications shall automatically become part of this Agreement and shall be effective once posted by Invest Africa on the Website. Your participation in the Program and use of the Website will be subject to any such modifications. Please review the Website and this Agreement from time to time for any modifications.
This Agreement will be binding on, inure to the benefit of, and be enforceable against the parties and their respective successors and assigns. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
You may receive a written copy of this Agreement by emailing info@invest-africa.org, Subject: Invest Africa Capital Corporation Terms of Use Agreement.
By participating in the Program or otherwise using this Website, you hereby acknowledge and agree that (a) Invest Africa makes no representation, warranty, covenant or guarantee that any funds you lend to a Borrower via the Website will be repaid in whole or in part and (b) loans made via the Website (each, a “Loan” otherwise known as “investments”) are unsecured and bear a high risk of non-repayment. For more information, please see the page Risks and due diligence. Loans made via the Website are philanthropic in nature with no offered rate of return and, as such, are not intended as, and cannot be considered as, an investment in a financial instrument or security.
1. Disbursement of Loans:You acknowledge that Loans are not made directly to Borrowers and that Invest Africa identifies existing international organizations (each, a “Partner Organization” and, collectively, “Partner Organizations”) that work in low-income communities and have a stated mission to reduce poverty by providing affordable working capital to low-income entrepreneurs. Loan requests are posted by Invest Africa and converted to US Dollar amounts as necessary and then rounded up to the nearest US Dollar 25 increment, to help streamline the loan transaction process. Funds loaned by you, the Lender, will be delivered directly to the Borrower(s) to whom you have indicated a preference.
The process of disbursement to a Borrower in a particular country, however, may vary from the standard disbursement structure described above. Currency and other national or local regulations may require a different philanthropic funding structure in some countries.
2. Evaluation of Borrowers:Invest Africa, at its sole disrection, shall evaluate and source each Borrower and make all Loan disbursements. Invest Africa reviews the files of entrepreneurs provided by the Partner Organizations and selects those entrepreneurs who fit Invest Africa’s criteria. Potential Lenders may choose or make a preference to Lend to such entrepreneurs. Invest Africa will make its best efforts to honor such preference, but makes no guarantees that such a lending preference will be feasible.
3. Loan Collection and Repayment: Loans are repaid directly by the Borrower(s) to Invest Africa. Borrowers repay the principal and an agreed portion of the profits (usually about 25%) to the Invest Africa, Online Users, Partner Organizations and Education Program. From the amount repaid, Partner Organizations takes from this its share of profits (about 10%), 10% will be reimbursed to the online investors as social profits and Invest Africa will receive 5% as a service fee.
As Borrowers repay the Loans, Invest Africa(s) will post a record of such repayments actually received by the Borrower(s) to the Website and it is Invest Africa’s responsibility and obligation to coordinate the donation to local NGOs, and pay over collected Loan repayments to Invest Africa. Repayments may be made in periodic installments, depending on the terms of the applicable Loan. Any amounts actually received by Invest Africa from a Borrower(s) as repayment will be distributed among the Lenders on a pro rata basis in accordance with the amounts loaned by such Lenders to such Borrower(s). These distributions may, in Invest Africa’s sole discretion, be made periodically or in one lump sum once 100% of all Loan proceeds for a particular Loan have been received.
If, for any reason, Invest Africa is unable to collect Loan repayments directly from the Borrowers, repayment of your Loan could be at risk of partial or total delay or non-repayment and a loss of some or all of your principal could occur. You hereby acknowledge and agree that neither Invest Africa nor the Borrower(s) will have direct contractual obligation to pay you any principal. Your further acknowledge and agree that Invest Africa is obligated to repay you only such Loan principal to the extent actually received by Invest Africa from a Borrower. None of Invest Africa, its Partner Organization(s) or any Borrower will have any obligation to pay interest on the Loan or other fees or amounts (other than as expressly set forth above) to you or any other Lender in connection with any Loan you make.
4. Tax Deductibility:You understand that Invest Africa is a for-profit corporation. You acknowledge, however, that by participating in the Program as a Lender “investors”, you are making a loan and not donating any money, and therefore you are not eligible to receive a tax deduction as might otherwise be available in connection with a charitable contribution to a tax-exempt public charity. You also understand that you are solely responsible for determining the proper tax treatment for any Loan you make through the Website and the Program. Invest Africa has not and will not provide any tax or legal advice to you in connection with any Loan you might make. This Agreement does not attempt to define the tax implications of participating in the Program. If you participate in the Program, you should consult with your personal tax professionals and legal advisors.
5. Loan Records: Records of each Loan you make (including this Agreement and any repayment history) will be kept by Invest Africa and, upon your written request, will be made available to you at any time throughout the term of the Loan. The amount of funds you have available in your account that is available to be lent (“Invest Africa Credit”) can also be accessed via your Invest Africa online account created upon registration through the Website.
6. Principal Loss Scenarios: You understand and hereby consent (without any prior notice thereof) to any restructuring of the repayment plan for your Loan and/or, in Invest Africa’s sole discretion, any extension of the length of the term of your Loan to increase the chances that your Loan is repaid. Invest Africa will generally deem a Loan to be in default if Invest Africa determines that collection of funds from a Partner Organization for such Loan is doubtful or a repayment on the Loan is six (6) months past the originally scheduled repayment date (for any expected repayment, including interim repayments), although case-by-case differences may exist based on pending prospects for repayment of the Loan.
In such a case, each applicable Lender will have the option to recover whatever principal has been repaid up to that point.
If for any reason less than 100% of your Loan is repaid, you agree that Invest Africa and its Partner Organizations shall have no liability therefor, and you hereby release and forever hold harmless Invest Africa and its Partner Organizations for any loss you may incur. You should consult with your tax professionals to determine the appropriate tax treatment of such a loss.
7. Insufficient Lender Funds: In the event that you make a Loan and your payment does not clear (e.g., an eCheck does not validly deliver to Invest Africa the full amount of the intended Loan, or your payment provider reverses a payment originally intended for Invest Africa), you agree that Invest Africa may, in its sole discretion, (i) offset the amount of the insufficiently funded Loan against your Invest Africa Credit or (ii) withdraw and cancel your insufficiently-funded Loan from your account as not paid in full.82. Automatic Lending:Without in any way limiting any provisions of this Agreement, Invest Africa may implement Website features pursuant to which a Lender may – in lieu of manually accessing his or her account to specify a Loan or Loans to make – establish account settings to automatically make Loans based on the Lender’s prior instructions and without further direct input from the Lender, based on Lender-selected preferences, the amount of Invest Africa Credit available in the Lender’s account, and other business factors, such as the availability of Loans on the Website and other parameters as may be determined by Invest Africa in its sole discretion. To the extent a Lender chooses to activate the auto-lending feature on the Lender’s account, and depending on the particular preferences selected by the Lender, any and all available Invest Africa Credit at any time in such Lender’s account (including, but not limited to, repayments on previously made Loans or new Invest Africa Credits otherwise deposited into the Lender’s account) may be subject to being automatically deployed under the auto-lending program. You understand and acknowledge, however, that a Lender’s activation of the auto-lending choice on such User’s account does not necessarily guarantee that Loans will be successfully made, or that Loans will necessarily be made to the Lender’s preferred recipient. Variables such as a Lender’s particular set of auto-lending preferences, or the general availability of loans not already funded by other Invest Africa Lenders manually selecting Loans to make, or the general availability of loans not already given to other potential Borrowers, or other feature parameters as established by Invest Africa in its sole discretion, may impact the chances of an automatic Loan being made. You further acknowledge and agree that any Loans transacted under the auto-lending feature are in all respects Loans voluntarily made by you as the Lender, based on your instructions as reflected in your preference settings simply executed by the Invest Africa system and subject to overall availability of loans and other feature parameters, and are under no circumstances to be considered to be Loans chosen by Invest Africa on such Lender’s behalf. Furthermore, in no event will a Loan made pursuant to the auto-lending feature, by a Lender who has chosen to activate the auto-lending feature, be cancellable or refundable. You agree that Invest Africa and its Partner Organizations shall have no liability if for any reason less than 100% of a Loan made pursuant to auto-lending is repaid, and you hereby release and forever hold harmless Invest Africa and its Partner Organizations for any loss you may incur from an auto-lending Loan. Invest Africa may modify or terminate the auto-lending functionality at any time or from time to time.
8. User Account Inactivity: Instructions for Auto-Withdrawal Return of Funds to User; Potential Escheatment of Funds:Invest Africa welcomes its Users’ active participation in the Invest Africa Program. However, there may be occasions when a User becomes “inactive” for an extended period of time – i.e., a User does not log in to his or her Invest Africa account or there are no credits/withdrawals made to such User’s account. Therefore, Invest Africa may implement Website features pursuant to which you may instruct Invest Africa in advance as to how you wish any remaining balances in your account to be handled in the event your account were to become inactive for a period of 24 or more consecutive months — namely, whether in such a case of User inactivity, you (i) wish to automatically donate remaining funds in your account to a local NGO (ii) wish for Invest Africa to return remaining funds in your account to you via Invest Africa’s standard account withdrawal process.
You will upon registration on the Website automatically be opted-in to instructing Invest Africa to auto-convert any remaining account balances as a donation to Invest Africa’s general operating expenses to further Invest Africa’s philanthropic mission if your account were to become inactive for a period of 24 or more consecutive months. Please note that you are free to change this pre-set option in your discretion and at any time in advance (although you understand any funds that have been auto-donated based on the then-existing preference setting shall not be cancellable or refundable once the auto-donation has taken place).
9. Proprietary Rights: ”Invest Africa” and the “Invest Africa” logo are trademarks and service marks of Invest Africa. Invest Africa or its licensors own and retain all proprietary rights in the Program, the Website and all material and information posted there on (“Content”). The Website contains the copyrighted material, trademarks and other proprietary information of Invest Africa and its licensors. You may display and print limited copies of the Content for your personal, non-commercial use in connection with your participation in the Program (except as provided herein), but you may not alter, modify, publish, distribute, publicly display or sell any Content or other such proprietary information, or otherwise copy or transmit any Content or other such proprietary information without the express, written permission of Invest Africa. In addition, to the extent you receive information from Invest Africa, its Partner Organizations or the Borrower with respect to any Loan delinquency or default of a particular Borrower, you may not further disclose or otherwise provide such information to another party in a way that allows a personal identification of such Borrower, if such Borrower (either directly or through the corresponding Partner Organization or Invest Africa) has opted to have his or her identity withheld on the Website.
If you post any messages or other information on the Website, you agree that such messages and information shall be considered Content, and you agree to grant, and shall be deemed to have automatically granted to Invest Africa, an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to: (a) use, copy, perform, display and distribute such information and content; (b) modify, alter, prepare derivative works of, and/or incorporate into other works, such information and content; and (c) grant and authorize sublicenses of the foregoing. You represent and warrant that you have the right, power and authority to grant the foregoing license.
To the extent you upload or post any photographs of yourself on the Website, you agree that such materials shall be considered Content for the purposes of the foregoing paragraph, and you agree to release, discharge and hold harmless Invest Africa from any and all claims or liability, whether known or unknown, including any and all claims in connection with the publication, production, processing, distribution or exploitation of such materials, including any claims of infringement of any rights of publicity or rights of privacy.
You acknowledge, consent and agree that, consistent with the Privacy Policy, Invest Africa may, at its sole discretion and to the extent permitted by law or under the good-faith belief that such disclosure is necessary, access, read, preserve and disclose your account information, usage history and submitted Content in order to: (a) comply with any applicable law, regulation, legal process, or governmental request; (b) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (c) enforce this Agreement and investigate potential violations thereof; (d) detect, prevent, or otherwise address fraud, security, or technical issues; (e) respond to your requests for customer service; or (f) protect the rights, property, or personal safety of Invest Africa, its users, or the public.
10. Acceptable Use:The Website is for use in connection with the Program and may not be used by you in connection with any other endeavors, commercial or otherwise, except as previously approved in writing by Invest Africa. Your use of the Website and participation in the Program shall be in strict compliance with this Agreement, Invest Africa’s Privacy Policy, all other procedures and guidelines set forth on the Website and applicable law. You may not engage in advertising to, or solicitation of, any User, Partner Organization, Borrower or any other Person to buy or sell any products or services through the Website. Only authorized Partner Organizations and their authorized Borrowers may seek loans on the Website. You may not transmit any chain letters or junk email to any User, Partner Organization, Borrower or any other Person. Illegal and/or unauthorized uses of the Website, including collecting the name, email address or any other personal or confidential information of any User, Partner Organization, Borrower or any other Person by electronic or other means for any reason, including, without limitation, the purpose of sending unsolicited email and unauthorized framing of or linking to the Website, will be investigated and appropriate legal action will be taken, including, without limitation, civil, criminal and injunctive redress.
Although Invest Africa assumes no obligation to monitor the conduct of any User on or off the Website, it is a violation of this Agreement to use the Website or any information obtained from the Website in order to: (i) harass, abuse, or harm another person (including, but not limited to, using profanity in lender messages or joining lending teams in bad faith), (ii) prevent or exclude others, who are using the Website in compliance with this Agreement, from accessing, viewing or funding a particular Loan profile, or (iii) contact, advertise to, solicit, or sell to any User, Partner Organization, Borrower or other Person without their prior explicit consent. To protect such persons from such advertising, solicitation or harassment, Invest Africa reserves the right to remove content from the Website that violates acceptable use in Invest Africa’s sole discretion and restrict the number of emails or messages that a User may send to others through the Website in any 24-hour or other period to a number that Invest Africa deems appropriate, in Invest Africa’s sole and absolute discretion.
The Website includes features and functionality whereby a User may post and transmit information, images and other materials. All such information, images and materials, whether publicly posted or publicly or privately transmitted, are the sole responsibility of the User who originates such content. Invest Africa assumes no obligation to monitor or control such posted or transmitted content and cannot take responsibility for such content posted or transmitted by a User. However, Invest Africa reserves the right at all times (but will not have an obligation) to remove or refuse to post or distribute any content, and to restrict, suspend or terminate the participation of any User or any lending team from the Website and from all Invest Africa services and Programs at any time, with or without prior notice. Without in any way limiting the foregoing, it is a violation of this Agreement to upload, post or submit any content, including, but not limited to, written materials or images, that in Invest Africa’s opinion is obscene, harassing, contains profanity, or may be hateful or offensive on racial, ethnic, sexual or any other grounds; is harmful, vulgar or distasteful; contains graphic or gratuitous violence; or is defamatory, libelous, or invades another person’s privacy or proprietary rights.
11. Disclaimers: Invest Africa is not responsible, and shall have no liability, for any incorrect or inaccurate Content posted on the Website or any liability, cost or expense you may incur in connection with the Program, whether caused by any User, Partner Organization, Borrower or other Person or by any of the equipment or programming associated with or utilized in the Program. You also acknowledge and agree that Partner Organizations are not liable for content created and posted by Invest Africa on the Website. Invest Africa is not responsible for the conduct, whether online or offline, of any User of the Website or any other Person. With respect to the Website, Invest Africa assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications.
Under no circumstances will Invest Africa be responsible for any loss or damage, including personal injury or death, resulting from any use of the Website or participation in the Program, any Content posted on the Website or transmitted to, or any interactions between, any Users of the Website, whether online or offline. Invest Africa neither represents, warrants, covenants guarantees, nor promises any specific results from use of the Website or the Program.
The website, including any content or information contained within it or any service or advice provided in connection with the program, is provided “as is” with no representations or warranties of any kind, express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose and non-infringement. You assume total responsibility and risk for your use of this website and website-related services.
Invest Africa makes no representation or warranty, express or implied, with respect to any third party data provided to Invest Africa or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. Invest Africa will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by Invest Africa or “force majeure” or any other cause beyond the control of Invest Africa.
12. Limited Liability: You understand that any and all decisions made by you with respect to the Program are yours alone. Invest Africa cannot and does not verify the accuracy of information from Partner Organizations, other Users or Borrowers. Invest Africa shall not be responsible, or have any duty or obligation to, or liability for: (a) decisions or interactions resulting (directly or indirectly) from participation in the Program; or (b) any damages, costs, losses or expenses a User incurs as a result (directly or indirectly) of making a Loan to a Borrower or as a result (directly or indirectly) of utilizing the Program or information received in connection with the Program. In addition, in no event will Invest Africa be liable to you or any third person for any damages, costs, losses or expenses, including any lost capital, lost profits or special, incidental, consequential or punitive damages arising from your use of the Website or participation in the Program, even if Invest Africa has been advised of the possibility of such damages, costs, losses or expenses.
Disputes:
1. Disputes with Partner Organizations: You are solely responsible for your interactions with any Field Partners, any other User (even to the extent prohibited hereby) or any Borrower and any disputes that may result from such interactions.
Invest Africa reserves the right, but has no obligation, to monitor disputes between you and such persons.
2. Disputes with Invest Africa: This Agreement is governed by the laws of the State of New Jersey, USA, without regard to its choice of law or conflict of law provisions. If any dispute arises between you and Invest Africa, including, without limitation, any dispute arising from or relating to the Website or the Program, you agree that all such disputes will be determined exclusively by final and binding arbitration, in accordance with the then existing commercial rules of the American Arbitration Association in New Jersey. The arbitration shall be heard and adjudicated by one arbitrator to be selected by you and Invest Africa. Any award will be final, binding and conclusive upon the parties, subject only to judicial review provided by New Jersey statute, and a judgment rendered on the arbitration award can be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either you or Invest Africa may seek any injunctive relief in a state or federal court in New Jersey, as may be necessary to preserve rights pending the completion of arbitration and Invest Africa may seek any injunctive relief in a state or federal court in New Jersey, or another court of competent jurisdiction, at any time against any violations of Section 2 (Proprietary Rights) or Section 3 (Acceptable Use) of this Agreement.
To the extent permitted by applicable law, by agreeing to submit all disputes to binding arbitration, you and Invest Africa hereby waive your right to a jury or court trial of any claim or cause of action arising out of or based upon this agreement or any contemplated use herein, including contract, tort, breach of duty and all other claims, except as specifically provided above.
You waive, to the maximum extent not prohibited by law, any right you may have to claim or recover, in any legal action or proceeding, any special, exemplary, punitive or consequential damages.
3. Indemnity: You agree to indemnify and hold Invest Africa harmless from any loss, liability, claim, or demand, including reasonable attorney’s fees, made or incurred by any third party due to or arising (directly or indirectly) out of your use of the Website or participation in the Program or arising from your breach of this Agreement.
4. Term: This Agreement will remain in full force and effect while you use the Website, any Invest Africa services, or participate in the Program as a User and, notwithstanding anything herein to the contrary, this Agreement will remain in effect after your participation in the Program and status as a User is terminated. Whether or not you are and remain eligible to participate in the Program, use the Website or any Invest Africa services, may be determined by Invest Africa in its sole and absolute discretion.
5. Termination: You may terminate your participation and status as a User at any time and for any reason by sending a written notice of termination through our website to Invest Africa along with instructions for the disposition of your then-available Invest Africa Credit and any additional credits that you may receive in the future (for example, based on repayments of then-outstanding and active loans), such notice to be effective within 3 days of receipt by Invest Africa. Invest Africa may also terminate your participation in the Program and status as a User at any time and for any reason, effective upon transmission of notice to you at the email address you provide to Invest Africa. Upon such an Invest Africa-initiated termination, your available Invest Africa Credits shall be returned to you within 30 days of account termination and any Invest Africa Credit you may receive in the future shall also be returned to you in due course. If your participation in the Program and status as a User is terminated by Invest Africa, you agree not to use the Website any further.
6. Entire Agreement and Severability: This Agreement, accepted upon use of the Website and further affirmed by becoming a User, contains the entire agreement between you and Invest Africa regarding the use of the Website or the Program. This Agreement may not be orally amended. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.
For questions regarding this Agreement, please contact us at info@invest-africa.org
