Terms and Conditions for Shoplifepay
1. WHO ARE WE AND WHAT DO WE OFFER?
We are Shoplifepay, a peer-to-peer digital wallet designed for the creatives (also: we, us, and our). Our services cater to content creators, merchants, and agents, enabling them to cash out their earnings efficiently. Users (also: you) can access our Platform via our Website: [https://www.shoplife.com.ng](https://www.shoplife.com.ng).
Our platform incorporates advertising, media, and publishing to allow creatives and their fans to earn through various interactions and transactions. These Terms and Conditions (Terms) apply to the relationship between Shoplifepay and the User, as well as to any and all other use of our Services. The use of any Service provided by Shoplifepay is conditioned upon User’s compliance and acceptance of these Terms. Shoplifepay may amend these Terms. The latest version of the Terms always applies to the relationship between Shoplifepay and the User.
2. DEFINITIONS
In these Terms, we apply the following definitions:
2.1 Account: The Account on the Platform created by User, which is limited for use by User via the Login Credentials.
2.2 Claim: The total claim of a Rightsholder towards Shoplifepay pursuant to the digital trade and digital streaming revenue generated by the content via our Services.
2.3 Shoplife Coin: Shoplife Coin is the digital digital asset exchanged throughout the network. Stream is the smallet unit of a Shoplife Coin. Shoplife Coin only exist within the Rightsholder-Investor relationship. Shoplifepay only enters into a contractual relationship with Rightsholders and Creative businsesses and is never involved in any contractual relationship with Investors.
2.4 Shoplife Coin Terms: These are all specific terms and characteristics that apply to a Shoplife Coin in the Rightsholder-Investor relationship. These may vary among Coins and the applicable Shoplife Coin Terms are stipulated prior to your purchase of the Coin. Information on the Shoplife Coin Terms that apply to any Share that you purchased are shown in your Account. Shoplife Coin Terms in any case include: the percentual entitlement in relation to the Claim, the specification of the content, and the identity of the Rightsholder.
2.5 Investor: A User that is entitled to one or more Share(s).
2.6 Network: This is the overall Shoplife Africa Network of the Platform on which Shares may be exchanged.
2.7 Rightsholder: The person or legal entity who submits content via Shoplifepay and who, in respect of such content, either (a) owns all relevant (intellectual property) rights and entitlements or (b) has been duly authorized by any and all other (intellectual property) rightsholders of the content to submit that content, configure payment splits in regard of it, and use any other functionality offered by our Platform.
2.8 Shoplifepay: [Company Information, address, and registration details].
2.9 Content: Any individual creative work submitted by Rightsholder via Shoplifepay's Services.
2.10 User: Every natural person or legal entity making use of the Platform of Shoplifepay, including Rightsholders and Investors. You must be at least eighteen (18) years old and/or otherwise have authorization and legal power to create an Account and make use of the Platform.
3. ACCOUNT
3.1 Users are required to provide an e-mail address and choose a strong password to create an Account and be able to use the web Platform and Phone number and pin to use the mobile app. The e-mail address and chosen password, Phone number and Pin together form the Login Credentials. For use of the Platform, the User is required to have provided the following:
3.2 After creating an Account, Shoplifepay will evaluate whether the User meets all requirements and whether the User may access the Marketplace. Shoplifepay will inform the User about this within a reasonable term, usually within [7] days after creating the Account.
3.3 The User is fully responsible for non-disclosure of its Login Credentials and the use of its Account. The User may not allow use of its Account by any third party nor others that do not have the authority to represent the User. The User guarantees that any third party that uses its Account is authorized to represent the User. If the User suspects that its Account has been breached, the User will report this immediately to help@shoplife.com.ng
3.4 The User agrees to only provide correct and complete information when creating an Account on the Platform. The User is responsible for the accuracy of any and all data in its Account and Shoplifepay cannot be held liable in that respect.
3.5 Where a User is a legal entity, the natural person that opens the Account on behalf of such legal entity warrants that it has the legal capacity and power to:
3.5.1 Act on behalf of and to represent the specific legal entity;
3.5.2 Proceed with the registration of the User to the Platform and the creation of the Account; and
3.5.3 Accept the present Terms and all other policy and guidelines of the Platform.
3.6 The User may request to cancel/terminate the User Account by contacting Shoplifepay. Shoplifepay may need to retain certain information as required by law or as necessary for its business purposes. For more information about the processing of personal data, please see the Privacy Policy (https://pay.shoplife.com.ng/pages/privacy-policy).
3.7 At its own discretion, Shoplifepay is entitled at all times to suspend, block, or delete the Account of any User, for example, in the case of contravention of one or more of the applicable terms, fraud, disruption of a proper functioning of the Platform, or if the Account, in the opinion of Shoplifepay, can be harmful to the reputation of Shoplifepay or third parties. This includes any (attempt to) manipulate streaming numbers including but not limited to plays of content by bots, hijacked accounts, or through other inauthentic listening methods. Shoplifepay furthermore has the right to refuse or to block an Account if the Account is linked to (a bank account number which is linked to) an Account or User that is already blocked. The User is not entitled to any compensation by Shoplifepay in connection with the suspension, blocking, or deletion of the Account by Shoplifepay and the User hereby waives any right to any compensation of damages.
3.8 Every User may only create one (1) Account. If, for whatsoever reason, the Account is blocked or deleted, the User is no longer entitled to use the Services in any way (whether through that Account, another Account, or without an Account).
3.9 The User must, at all times, act in accordance with the guidelines and instructions of Shoplifepay with regard to the installation and use of the Platform.
3.10 Shoplifepay is entitled, at all times, to no longer make available certain functionalities of the Account on the Platform, not to grant an Account, or to demand additional requirements for granting an Account.
4. USE OF THE PLATFORM
4.1 The User must ensure that the Platform is used in conformity with the Terms/Shoplifepay's instructions and for the purpose that Shoplifepay intended them for. The User is not allowed to use the Platform in any way that affects the integrity or continuity of Shoplifepay's systems and/or Services.
4.2 It is the User’s responsibility to use the Platform in compliance with applicable law and with any third-party rights. More specifically (without limitation), the User is not allowed to use the Platform:
(a) In a way that infringes on a third party's intellectual property rights;
(b) In a way that violates a person's privacy; or
(c) To conduct any illegal activity or solicit the performance of any illegal activity or other activity that infringes the rights of third parties.
5. ROLE OF RIGHTSHOLDER, SHOPLIFEPAY, AND INVESTOR
Role of the Rightsholder
5.1 Through the Splits Dashboard, a Rightsholder can configure, per separate content, the applicable "Royalty Split" by assigning Shares to Investors. Shoplifepay can only pay out to parties (Rightsholders or Investors) that have a fully completed Shoplifepay account.
5.2 Initially, the Rightsholder is both the creditor and the debtor in respect of a Share. Once the Rightsholder configures the Royalty Split of content resulting in the assignment of Shares to Investors, Investor(s) shall become creditor towards the Rightsholder in relation to these specific Shares.
5.3 It is the sole responsibility of the Rightsholder to configure the Royalty Split in accordance with applicable law and with all existing agreements that concern entitlement to (part of the) digital streaming revenue of the content. Our Royalty Split configuration functionality is merely a tool for the Rightsholder to distribute the Digital Streaming Revenue in accordance with existing agreements with entitled parties. Shoplifepay never takes part in the contractual relationship between Rightsholder and Investor and can never be addressed as debtor by Investors.
5.4 In relation to a Share, only the Investor (acting as creditor) can alter. The Rightsholder will at all times be the debtor towards Investor in relation to the Shares of any content submitted.
Role of Shoplifepay
5.5 We offer the possibility of trading Coins through our Network. Shoplifepay is never a contractual party in the relationship regarding any Share between the Investor (as owner of a Coins) and the Rightsholder concerned.
5.6 We levy a transaction fee on the side of the buying Investor and of the
selling Investor. Our current fee policy can be consulted at: (https://pay.shoplife.com.ng/pages/privacy-policy).
Role of Investor
5.7 Every Investor who trades Shoplife Coin through the Network must act in conformity with these Terms. When a Shoplife Coin is transferred, the buying Investor shall obtain ownership of the Coin that is transferred. As a result of the transfer of the Coin, the transferring Investor (previous owner of the Shoplife Coin) shall lose its creditor’s position towards the Rightsholder and the buying Investor shall obtain this creditor’s position from the moment of the transfer of the Shoplife Coin.
5.8 Investors must check and ensure that the Coin Terms for any Share(s) they trade are as expected and correct, based on the specific Royalty Split configured by the Rightsholder. Any complaints related to Share Terms must be addressed directly with the Rightsholder.
6. FEES AND PAYMENTS
6.1 Rightsholders are required to pay a Service fee to Shoplifepay, for the Services that we provide, in accordance with our current fee policy.
6.2 Investors will be charged a transaction fee for each Shoplife Coin trade made on the Network. Details on the fee amounts and payment methods can be found on our policy page.
6.3 Shoplifepay reserves the right to amend our fee policy from time to time. Users will be notified of any fee changes by email and through our Platform. Continued use of the Platform after notification of fee changes constitutes acceptance of the new fee policy.
7. DATA PROTECTION AND PRIVACY
7.1 We take the protection of your personal data seriously. For information on how we collect, use, and protect your personal data, please see our Privacy Policy at (https://pay.shoplife.com.ng/pages/privacy-policy).
8. LIABILITY AND INDEMNITY
8.1 To the extent permitted by law, Shoplifepay excludes all liability for any loss or damage, including without limitation, any direct, indirect, or consequential loss or damage, incurred by any User or third party in connection with the use of our Platform or Services.
8.2 The User agrees to indemnify and hold Shoplifepay, its officers, directors, employees, agents, and affiliates harmless from and against any claims, actions, demands, liabilities, and settlements, including without limitation, reasonable legal and accounting fees, resulting from or alleged to result from, the User's use of the Platform or Services, or violation of these Terms.
9. TERMINATION
9.1 Shoplifepay may terminate or suspend a User's Account and access to the Platform at any time, with or without cause, with or without notice, effective immediately.
9.2 The User may terminate their Account by following the account termination procedures provided on our Platform.
9.3 Upon termination of a User's Account, all provisions of these Terms, which by their nature should survive termination, shall survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
10. GENERAL
10.1 These Terms constitute the entire agreement between the User and Shoplifepay concerning the use of the Platform and Services.
10.2 If any provision of these Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these Terms, which shall remain in full force and effect.
10.3 The failure of Shoplifepay to enforce any right or provision of these Terms shall not be deemed a waiver of such right or provision.
10.4 These Terms shall be governed by and construed in accordance with the laws of Lagos, Nigeria, without regard to its conflict of law principles. The parties irrevocably submit to the exclusive jurisdiction of the courts located within Lagos to resolve any dispute arising out of these Terms or the use of the Platform and Services.
For further information or support, please contact us at help@shoplife.com.ng
