Liability & Disclaimers

User Obligations

By using the Service, you agree to:

• Provide truthful, accurate, and complete information at all times;
• Maintain accurate and up-to-date KYC information and promptly update any changes;
• Keep your Account credentials, PINs, and authentication tokens confidential and secure;
• Maintain sufficient wallet balance to cover scheduled subscription renewals and associated fees;
• Use the Service only for its intended purpose of managing personal subscriptions, making bill payments, and related activities;
• Comply with all applicable laws and regulations, including CBN regulations, anti-money laundering laws, and tax obligations;
• Not attempt to circumvent any security feature, access restriction, or rate limit of the Platform;
• Review transaction confirmations and promptly report any errors or unauthorised activity; and
• Cooperate with our support team and provide information reasonably requested for dispute resolution or regulatory compliance.

Prohibited Activities

You must not use the Service to:

• Engage in money laundering, terrorist financing, or any form of financial crime;
• Process transactions for the proceeds of illegal activity;
• Evade or circumvent foreign exchange controls, sanctions, or any CBN regulations;
• Fund subscriptions or make payments related to illegal goods, services, or activities;
• Create multiple Accounts or use another person's identity for Account registration;
• Use automated scripts, bots, or crawlers to access the Platform without prior written consent;
• Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Platform;
• Interfere with or disrupt the integrity or performance of the Platform or its underlying infrastructure;
• Exploit gift links or shared plans for commercial fundraising, pyramid schemes, or fraudulent purposes;
• Use the Platform to conduct business-to-business (B2B) transactions without express authorisation from us;
• Resell, sublicense, or commercially exploit any aspect of the Service without our prior written consent; or
• Engage in any activity that, in our sole judgment, is harmful to other users, third parties, or the integrity of the Platform.

We reserve the right to investigate suspected violations and to cooperate with law enforcement authorities, including the Economic and Financial Crimes Commission (EFCC) and the Nigerian Financial Intelligence Unit (NFIU), in the prosecution of users who violate these Terms.

Third-Party Services

17.1 Service Partners

The Service relies on the following third-party providers, among others:

• Paystack — Payment processing for wallet funding;
• SafeHaven MFB — Bill payment processing.

17.2 Third-Party Terms

Your use of the Service may be subject to the terms and conditions of our third-party partners. By using the Service, you agree to comply with any applicable third-party terms to the extent they apply to you.

17.3 No Liability for Third Parties

17.4 Service Continuity

If a third-party provider discontinues its service or materially changes its terms, we may need to modify or suspend affected features of the Platform. We will make reasonable efforts to find alternative providers and minimise disruption to you.

Intellectual Property

18.1 Our Property

The Platform, including all software, designs, text, graphics, logos, icons, images, and the selection and arrangement thereof, is the exclusive property of Trust Commerce (trading as Subsecute) or its licensors and is protected by Nigerian and international copyright, trademark, and other intellectual property laws.

18.2 Limited Licence

We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform solely for your personal, non-commercial use in accordance with these Terms. This licence does not include the right to modify, reproduce, distribute, or create derivative works of any part of the Platform.

18.3 Feedback

Any feedback, suggestions, or ideas you submit to us regarding the Service — you grant us a non-exclusive, perpetual, irrevocable, royalty-free, worldwide licence to use, implement, modify, and incorporate such feedback into the Service without obligation of compensation.

Privacy & Data Protection

Your privacy is important to us. Our collection, use, and protection of your personal data is governed by our Privacy Policy, which forms an integral part of these Terms. By using the Service, you consent to the data practices described in our Privacy Policy.

We process your personal data in accordance with the Nigeria Data Protection Act 2023 (NDPA), the Nigeria Data Protection Regulation (NDPR) 2019, and all other applicable data protection laws. You have the right to access, correct, and request deletion of your personal data, subject to our legal and regulatory obligations to retain certain data.

Disclaimers & Limitation of Liability

20.1 "As Is" Provision

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

20.2 No Guarantees

We do not warrant or guarantee that:

• The Service will be available at all times, uninterrupted, secure, or error-free;
• Virtual card transactions, when available, will be accepted by all merchants;
• Subscription renewals will always be processed successfully;
• Bill payments will be delivered instantly or without error;
• Exchange rates offered will be the most favourable available in the market;
• Third-party services integrated with the Platform will remain available or function correctly; or
• The Platform will be free from viruses, malware, or other harmful components.

20.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUBSECUTE, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR:

• Any indirect, incidental, special, consequential, or punitive damages;
• Any loss of profits, revenue, data, goodwill, or anticipated savings;
• Any losses arising from currency exchange rate fluctuations;
• Any losses arising from failed subscription renewals due to insufficient wallet balance;
• Any losses caused by third-party service provider failures or outages;
• Any losses resulting from unauthorised access to your Account caused by your failure to secure your credentials; or
• Any losses arising from circumstances beyond our reasonable control.

IN ANY EVENT, OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO SUBSECUTE IN THE SIX (6) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR FIVE HUNDRED THOUSAND NAIRA (NGN 500,000), WHICHEVER IS GREATER.

20.4 Essential Basis

The disclaimers and limitations of liability set out in this section reflect a reasonable and fair allocation of risk between you and Subsecute and form an essential basis of the bargain between us. The Service would not be provided without these limitations.

Indemnification

You agree to indemnify, defend, and hold harmless Subsecute, Trust Commerce, and their respective directors, officers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your use of the Service;
• Your breach of these Terms;
• Your violation of any applicable law or regulation;
• Your provision of false, inaccurate, or misleading information;
• Disputes between you and other users (including Shared Plan disputes);
• Your use of gift links or shared plans in a manner inconsistent with these Terms; or
• Any third-party claim arising from your use of the Service.

Suspension & Termination

22.1 Termination by You

You may terminate your Account at any time by using the account deletion feature in the Platform or by contacting us at hello@subsecute.com. Before account closure, you should withdraw any remaining wallet balance or it will be refunded to your saved bank account, minus any applicable fees, outstanding obligations, or pending transactions.

22.2 Suspension by Us

We may immediately suspend or restrict access to your Account, without prior notice, if we reasonably believe that:

• You have violated or are about to violate these Terms;
• Your Account is being used for fraudulent, illegal, or unauthorised purposes;
• Your KYC information is or may be false, misleading, or outdated;
• We are required to do so by law, regulation, or a valid court order;
• Continued access poses a security risk to the Platform or other users; or
• You have initiated a chargeback or payment dispute against us.

22.3 Termination by Us

We may permanently terminate your Account for cause, including but not limited to repeated violations of these Terms, involvement in financial crime, or failure to complete KYC verification within a reasonable time. We will provide notice of termination where practicable and permitted by law.

22.4 Effect of Termination

Upon termination of your Account:

• All managed subscriptions and bill payments will cease to be processed (you must make alternative arrangements directly with the service providers);
• Any remaining wallet balance will be refunded to your saved bank account, minus outstanding fees, pending transactions, or amounts subject to regulatory holds;
• Your right to use the Service terminates immediately; and
• Provisions of these Terms that by their nature should survive termination (including Sections 16, 18, 20, 21, 23, and 24) shall continue in full force and effect.

22.5 Data Retention After Termination

Following account termination, we will retain your personal data and transaction records for the period required by applicable law and regulation, including but not limited to the CBN AML/CFT requirements (minimum of five years after the termination of the business relationship). After such period, your data will be securely deleted or anonymised.