GENERAL VETANDPAY.NG ESCROW TERMS AND CONDITIONS 

Vet&pay.ng ("Vetandpay.ng" or “VETANDPAY.NG” or “we” or “us”) offers  escrow services in Africa, with licensing in Nigeria and beyond. In Nigeria  services are provided by Vetandpay Technologies Ltd, a Nigerian company  registered under Company and Allied Matters Act, (CAMA) 1990 with  registration number 8104731.  

It is important that you carefully read and understand these General VET & PAY.NG Terms and Conditions ("Terms"). These Terms is the General Terms  and Conditions and apply to your use of any Vetandpay.ng services from  this moment onwards. 

The Terms are current as of the Effective Date, and subject to change. In  the event of a change, we will upload a new version to the Site. You should  always check the vetandpay.ng website for the latest version of this  document before using any Vet&pay.ng services. 

These Terms apply to the Seller, Buyer, and Client and Service Provider,  Broker and other professional services (each a ”Party” or “Underlying  Party,” and collectively ”Parties” or “Underlying Parties”) involved in any  Escrow Transaction in connection with the Escrow Services. References to  ”You” and ”Your” in the terms apply to you or the organization you  represent in connection with an Underlying Transaction (as defined below)  as the Seller, the Buyer, client and service provider and/or the Broker as the  context requires. In addition to these Terms, You are also subject to certain  other terms, conditions, and agreements (collectively, the “Vetandpay.ng Terms of Service”)., including, private policy The Transaction Escrow  Instructions and any Supplemental Escrow Instructions. 

The Underlying Parties engage Vetandpay.ng to act as escrow agent  pursuant to these Terms and further agree to the entirety of the  Vetandpay.ng Terms of Service. 

1. AGREEMENT TO CONDUCT ESCROW TRANSACTION BY ELECTRONIC MEANS. BY REGISTERING FOR AND PARTICIPATING IN THE SERVICES (AS  DEFINED BELOW), THE UNDERLYING PARTIES AGREE 

WITH VETANDPAY.NG TO CONDUCT THE ESCROW TRANSACTION (AS  DEFINED BELOW) BY ELECTRONIC MEANS. 

2. Definitions and Interpretation. 

a. Any capitalized term not otherwise defined elsewhere in the  Vetandpay.ng Terms of Service shall have the definition and  interpretation set forth below: 

i. “Account“ means an Vetandpay.ng account of a Buyer, Seller, client,  service provider or Broker to which payments will be credited and  from which payments will be debited. 

ii. “Affiliate“ means an entity that is, directly or indirectly, through one  or more intermediaries, controlling, controlled by, or under common  control with Escrow.com. 

iii. “Applicable Law“ refers to all laws, regulations, payment network  rules, and automated clearinghouse rules applicable to the services  provided under the Vetandpay.ng Terms of Service, as well as all  orders, judgments, or written directives of any court or governmental  entity with authority over the Parties, services, or transactions subject  to the Vetandpay.ng Terms of Service. 

iv. “Arbitration Commencement Period “means the fourteen (14)  calendar day period commencing at the conclusion of the Negotiation  Period. 

v. “Broker“ means a person or entity offering to broker personal  property or services for sale through the Site. 

vi. “Business Day“ means Monday through Friday between the hours of  8:00 a.m. and 4:00 p.m., other than legal holidays in Nigeria, observed  by Vetandpay.ng. 

vii. “Buyer“ means a person or entity desiring to purchase personal  property or purchase other services from a Seller by use of the Site. viii. “Buyer Inspection Period“ means the Inspection Period applicable to  Buyer as specified herein. 

ix. “Close of Escrow“ means consummation of the Escrow Transaction. x. “Dispute Date“ means the date of: (A) Seller’s rejection or return of  the Merchandise as indicated on the Site; (B) Vetandpay.ng’s rejection  of the Merchandise on behalf of Seller if Seller is unable to access the 

Site; or (C) the notification by a Party to another Party of any dispute,  claim, disagreement, or breach related to these Terms or an Escrow  Transaction. 

xi. “Escrow Fees“ means the fees due to Vetandpay.ng for the Services. xii. “Escrowed Funds“ means funds held in escrow with Vetandpay.ng. xiii. “Escrow Instructions“ means the entire set of instructions, terms,  conditions, and details governing an Escrow Transaction, comprised  of: (i) the General Escrow Instructions, applicable to all Escrow  Transactions; (ii) the Transaction Escrow Instructions, agreed to by the  Underlying Parties when arranging an Underlying Transaction; and (iii)  any Supplemental Escrow Instructions subsequently agreed to by the  Parties. 

xiv. “Escrowed Property“ means Escrowed Funds or other items held in  escrow by Vetandpay.ng. 

xv. “Escrow Services“ means the transaction management and escrow  services provided by Vetandpay.ng, including the holding of Escrowed  Funds or Escrowed Property. 

xvi. “Escrow Transaction“ means the portion of a transaction involving  Escrow Services provided by Vetandpay.ng, which may include the  holding and release of Escrowed Funds or Escrowed Property in  accordance with the Escrow Instructions and these Terms. 

xvii. “General Escrow Instructions“ means the instructions and terms  published on the Site applicable to all Escrow Transactions. xviii. “Inspection Period“ means the period by which Buyer or Seller must  inspect the subject property, as applicable. 

xix. “Merchandise“ means any item of tangible (capable of being  physically touched or precisely identified) goods or property  transacted on Vetandpay.ng. This term also includes certain intangible  goods or property such as domain names, pre-written computer  software, source codes, intellectual property, and any other property  as approved by Vetandpay.ng in its sole discretion. 

xx. “Milestone Transaction“ means the transactions relating to services  provided by a Seller. 

xxi. “Negotiation Period“ means fourteen (14) calendar days beginning  with the Dispute Date.

xxii. “Parties“ means Vetandpay.ng and the Underlying Parties. xxiii. “Personal Property“ means any movable thing or intangible item of  value that is capable of being owned by a natural individual or a legal  entity and not recognized as real property. 

xxiv. “Prohibited Transaction“ means any transaction or attempted  transaction described in Section 5 of these Terms below. 

xxv. “Seller“ means a person or entity offering property or services for sale  as permitted under the Vetandpay.ng Terms of Service and desiring to  use the Site to close the sale. 

xxvi. “Seller Inspection Period“ means the Inspection Period applicable to  Seller as specified herein. 

xxvii. “Seller Services“ means those services offered for sale by a Seller  including physical labor or activity, artistic labor or activity,  consultation or advice services, a system for providing services such  as transportation, communications, utilities and doing work and  providing something of value other than a physical tangible product. 

xxviii. “Site“ means Vetandpay.ng’s website at www. Vetandpay.ng xxix. “Supplemental Escrow Instructions“ or “Supplemental Escrow Terms” means any instruction, condition, or term agreed to by the  Underlying Parties after Buyer and Seller (and Broker when  applicable) all complete the initial Transaction Escrow Instructions to  govern an Underlying Transaction. This term includes new  supplemental instructions or conditions, modifications or  amendments to the initial Transaction Escrow Instructions, and  changes to the Transaction Detail Screens. Supplemental Escrow  Instructions or Terms must be agreed to in writing and signed by all  parties (Buyer, Seller, Vetandpay.ng and Broker when applicable). xxx. “Transaction Detail Screens“ means the screens on the Site containing  the details of the Underlying Transaction provided by the Underlying  Parties. 

xxxi. “Transaction Escrow Instructions“means the terms, conditions, and  other provisions relating to a specific Underlying Transaction or  Escrow Transaction, as agreed to by the Underlying Parties on the  Transaction Detail Screens. 

xxxii. “Underlying Parties“ means Buyer, Seller and Broker (if applicable).

xxxiii. “Underlying Transaction“ means the underlying transaction between  or among Buyer, Seller and Broker (if applicable) for the sale of  Merchandise or Seller Services, for which the Underlying Parties  engage Vetandpay.ng for the provision of Escrow Services. 

xxxiv. “User“ means one of the Underlying Parties using the Site in  connection with an actual or proposed Underlying Transaction. b. The following rules of interpretation apply: 

i. References to “discretion” mean Vetandpay.ng’s sole and absolute  discretion. 

ii. References to “consent” mean a Party’s prior written consent, which  in the case of Vetandpay.ng may be given or withheld in its discretion. iii. References to “including” mean “including but not limited to”. iv. References to the singular include the plural and vice versa as the  context may require. 

v. References to the time of day means West Africa Standard Time. vi. References to Buyer and Seller include the Broker if a Broker is  expressly authorized by a Seller or Buyer to act on behalf of and bind  the applicable Buyer or Seller. 

vii. References to currency is to Nigerian Naira or any other currency  expressly accepted by all relevant Parties from time to time. viii. References to “days” means Business Day unless otherwise indicated. ix. Reference to “good faith” means honesty in fact in the conduct  concerned, measured subjectively. 

x. All communications relating to an Underlying Transaction or Escrow  Transaction shall be in English. 

3. Description of the Escrow Service. The Escrow Services are Internet based transaction management services performed by Vetandpay.ng as  escrow agent on behalf of a Buyer and Seller in connection with a  transaction for the sale of property or services. Escrow Services are  intended to facilitate the completion of the Underlying Transaction in  accordance with the Vetandpay.ng Terms of Service. Although one or more  of the Underlying Parties and the Escrowed Property or Merchandise may  be a citizen of and/or physically located in a location, venue or jurisdiction  other than Nigeria, the Underlying Parties all represent and agree that the 

Escrow Transaction and Escrow Services are being coordinated and taking  place in Abuja Nigeria. 

4. Limits on the Escrow Services. The Escrow Services are only available for  lawful Merchandise, Seller Services, and Underlying Transactions.  Vetandpay.ng, in its sole discretion, may decline or prohibit an Underlying  Transaction. Additionally, limitations on the Escrow Services may apply and  can be found on the Site or elsewhere in the Vetandpay.ng Terms of Service.  Only registered Users may use the Escrow Services. To register, You must  supply all information required on the Site. Applicable Laws may further  limit the Escrow Services. 

5. Prohibited Transactions. Users shall not use or attempt to use the Site or  the Escrow Services in connection with any Underlying Transaction that: 

a. is illegal or involves any illegal items, or is for any illegal purpose; b. involves any obscene material; 

c. involves any munitions or firearms; 

d. involves pirated software, DVD or videos or item(s) otherwise  infringing copyrighted works; 

e. involves illegal drugs, controlled substances, alcohol or tobacco  products; 

f. involves the sale or transfer of liquor licenses, fund or joint control  escrows, the refinancing of either reservation deposits of any kind, or  promissory notes, mortgages or deeds of trust; 

g. is primarily for the purpose of exchanging currencies, including digital  currencies; 

h. involves transactions directly or indirectly involving persons  (individuals or entities) with whom Nigeria or other persons are  prohibited from engaging pursuant to sanctions and export controls  administered by the Nigeria’s Government relevant Departments; 

i. involves transactions directly or indirectly involving persons  (individuals or entities) with whom Nigeria or other persons are  prohibited from engaging pursuant to Applicable Laws. 

j. In addition, Vetandpay.ng, in its sole discretion, may refuse to  complete any Underlying Transaction that Vetandpay.ng has reason 

to believe may be unauthorized or made by someone other than You,  or may violate any Applicable Law or the Vetandpay.ng Terms of  Service Each User agrees to indemnify and hold harmless  Vetandpay.ng and its employees, officers, directors and agents for  losses, including attorney fees and costs, resulting from any use or  attempted use of the Escrow Services in violation of the Vetandpay.ng  Terms of Service, including but not limited to any use or attempted  use of the Escrow Services for a Prohibited Transaction. 

6. Rejection of Payment. Since the use of a bank account, debit card  account, or the making of an electronic funds transfer may be limited by  Your agreement with Your financial institution and/or by applicable law,  Vetandpay.ng is not liable to any User if Vetandpay.ng does not complete  an Escrow Transaction or any act relating thereto, as a result of any such  limit, or if a financial institution fails to honor any credit or debit to or from  an Account. Vetandpay.ng may post operating rules or terms and  conditions related to payment on the Site and change such rules from time  to time. 

7. General Conditions of Use. If You arrive at the Site through entities linked  and/or integrated with Vetandpay.ng or otherwise by or through a third  party (e.g., an auction, exchange, or Internet-based intermediary that hosts  electronic marketplaces and mediates transactions among businesses),  then You authorize such third party to transfer relevant data to  Vetandpay.ng to facilitate the Escrow Transaction. You represent and  warrant that all information You provide to Vetandpay.ng or to such third  party will be true, accurate and complete. You further understand and  agree that You are obligated to provide timely updates to Escrow.com if  there are any material changes to such information prior to the completion  of an Escrow Transaction. The party entering into these Terms on behalf of  any User represents and warrants that he/she is authorized to do so and to  bind the User and is a natural person of at least eighteen (18) years of age  and, if the User is represented to be a business entity, trust or other legal  entity or organization, the User represents and warrants that such User is  legally existing and in good standing, and is recognized as such by the  governing authority at the address registered by the User on our Site. To 

initiate and commence an Escrow Transaction or use the Escrow Services, a  User must register for an Account on our Site. You must complete the  Escrow Services application form and submit it by following the instructions  on the Site. You can find out more information about Escrow Services by  visiting the Site https://www.Vetandpay.ng /services

Upon completion and receipt of the service application and related forms,  including the acceptance of the Vetandpay.ng Terms of Service, we will  accept or reject Your application at our discretion. 

8. Obligations of Sellers. On the Transaction Detail Screens, each Seller to  an Underlying Transaction must designate an Account to which payment  for the Transaction will be made. Each Seller authorizes Vetandpay.ng and  its authorized representatives and service providers to initiate credit entries  to such Seller's Account for payment of the purchase price, or applicable  balance due, and to debit Seller's Account to discharge Seller's obligations.  Each Seller in an Underlying Transaction shall deliver the items set forth in  Transaction Detail Screens directly to the Buyer (or Buyers), at the address  specified by such Buyer as shown on the Site and set forth in the Transaction  Escrow Instructions and Supplemental Escrow Instructions. Seller shall use  a delivery service that provides a confirmation of delivery and Seller shall  provide Vetandpay.ng with a tracking or reference number for the  shipment of the goods. Seller gives Vetandpay.ng permission to act as its  agent in communicating with the shipping company regarding the notice of  the delivery of the goods. Seller must provide or cause notice to be sent to  Vetandpay.ng when Seller ships the Merchandise. In the event Escrow.com  does not receive notice of shipment from Seller within ten (10) calendar  days after Seller is required to ship the Merchandise, Seller authorizes  Vetandpay.ng to return the Escrowed Funds (excluding Vetandpay.ng fees)  to Buyer. In the event of a return of the Merchandise by Buyer, Seller shall  notify Vetandpay.ng of the receipt of the returned items. Upon  Vetandpay.ng’s receipt of the notice of returned Merchandise from Seller,  the Seller's five (5) day inspection period shall commence. In the event  Seller accepts the returned Merchandise within the inspection period or  fails to act within the inspection period, Vetandpay.ng shall remit the  Escrowed Funds (excluding Vetandpay.ng fees) to Buyer. If Seller notifies 

Vetandpay.ng of its non-acceptance of any returned Merchandise within  the Seller's inspection period, then Vetandpay.ng will retain the Escrow  Funds pending resolution of the dispute or take other action as authorized  or as required by Applicable Law. Notwithstanding anything to the contrary  above, if all Underlying Parties to an Underlying Transaction agree on the  Transaction Detail Screens that there is no shipping required, then no party  hereto will have any obligation under these Terms with respect to shipping. 

9. Obligations of Buyers. On the Transaction Detail Screens, Buyer must  designate a payment mechanism and an Account from which the purchase  price and related fees (unless such fees are to be paid by Seller) will be  obtained for the deposit into escrow. Depending on the amount of the  Underlying Transaction and the currency selected for the Underlying  Transaction, Buyer may remit the necessary funds via various methods,  which may include credit card, charge card, debit card or purchasing card,  check (cheque), cashier's check, money order, or wire transfer. In the case  of transfers, Buyer will initiate the transfer to an account designated by  Vetandpay.ng on or before the date set forth in the Transaction Detail  Screens. Regardless of the payment method, Buyer authorizes  Vetandpay.ng and its authorized representatives and service providers to  initiate credit or debit transactions, as applicable, to obtain the purchase  price and fees due for an Underlying Transaction and to initiate any debit  or credit entries or reversals, as the case may be, as may be necessary to  correct any error in a payment or transfer and to discharge Buyer's  obligations under the Vetandpay.ng Terms of Service. Vetandpay.ng will  deposit funds received from Buyer into an escrow trust account maintained  by Vetandpay.ng (the "Escrow Account"). Unless otherwise requested as  specified in the following sentence, escrowed deposits do not earn interest  for Buyer or Seller. If You anticipate an extended closing of the Underlying  Transaction, then You may request and approve an instruction to have  Vetandpay.ng place Buyer's funds into an interest-bearing account for the  benefit of Buyer or Seller. If interest is to accrue to the benefit of the Seller,  then both Buyer and Seller must request and approve the establishment of  the interest-bearing account. If this request is made, then Vetandpay.ng will  charge the account of the party to whom the interest accrues an additional  nonrefundable service charge of one hundred thousand Naira (150,000), 

which must be paid in advance. Buyer shall notify Vetandpay.ng of the  receipt or non-receipt of the items on the date the merchandise is received,  or the Buyer Inspection Period is started. Buyer shall notify of the Buyer's  acceptance or rejection of the items before the Buyer's Inspection Period  expires. Upon receipt of notice from Buyer that the items have been  received and accepted, Vetandpay.ng shall transfer the payment amount  (less any amount payable to Vetandpay.ng for Vetandpay.ng fees) to  Seller's Account. Transfer to a Seller generally will be initiated within the  next business day from the day on which notice of acceptance of the  Merchandise or Seller Services is received from the Buyer. If Buyer has not  notified Vetandpay.ng of the non-receipt or rejection of the items during  the Buyer's Inspection Period, then Buyer authorizes Vetandpay.ng to remit  the Escrowed Funds (excluding Vetandpay.ng fees) to the Seller. Buyer shall  follow the procedures set forth on the Site in the event the items are  rejected. 

10. Obligations of Brokers. Each Broker must register on the Site. On the  Transaction Detail Screens, each Broker to a Transaction must designate a  payment mechanism and an Account to which the Broker Fee payment will  be made. Each Broker authorizes Vetandpay.ng and its authorized  representatives and service providers to initiate credit entries to such  Broker's Account for payment of the Broker's commission, and to debit  Broker's payment mechanism or account to discharge Broker's obligations.  Each Broker in a Transaction shall provide Buyer email, Seller email, and  Underlying Transaction details including purchase price, Merchandise or  Seller Services description, inspection period and which party is responsible  for the Broker and Escrow fees. If You are a Broker, You represent and  warrant that you are properly authorized by all Underlying Parties to act as  a Broker with respect to each Underlying Transaction. Vetandpay.ng has the  right, at its discretion, to verify that each Broker is properly authorized by  the Underlying Parties, but is under no obligation to do so and You hereby  agree that you may not rely on Vetandpay.ng to verify that a Broker is fully  authorized. 

11. Our Responsibilities. Vetandpay.ng is obligated to perform only those  duties expressly described in the Vetandpay.ng Terms of Service. 

Vetandpay.ng shall not be liable for any error in judgment, for any act taken  or not taken, or for any mistake of fact or law, except for gross negligence  or willful misconduct (subject to the limitations below). Vetandpay.ng may  rely upon any notice, demand, request, letter, certificate, agreement, or  any other document which purports to have been transmitted or signed by  or on behalf of a User indicated as the sender or signatory thereof and shall  have no duty to make any inquiry or investigation. Vetandpay.ng is not  expected to verify or guarantee representations by Buyer, Seller, Broker or  their respective affiliates or representatives and will not and does not verify  authenticity, ownership, right of possession, title or other legal right to  Escrowed Property or Merchandise. In the event that Vetandpay.ng is  uncertain as to Vetandpay.ng duties or rights under the Vetandpay.ng  Terms of Service, receives any instruction, demand or notice from any User  or financial institution which, in Vetandpay.ng 's opinion, is in conflict with  any of the provisions of the Vetandpay.ng Terms of Service, or any dispute  arises with respect to the Vetandpay.ng Terms of Service or the Escrowed  Funds, Vetandpay.ng may (i) consult with counsel of our choice (including,  but not limited to our own attorneys) and any actions taken or not taken  based upon advice of counsel shall be deemed consented to by You, or (ii)  refrain from taking any action other than to retain the funds in escrow for  delivery in accordance with the written agreement of the Users, the final  decision or award of an arbitrator pursuant to an arbitration commenced  and conducted in accordance with these Terms or a final, non-appealable  judgment of a court of competent jurisdiction, (iii) discharge our duties  under these Terms by depositing all funds by interpleader action with a  court of competent jurisdiction in accordance with the procedures outlined  elsewhere in the Vetandpay.ng Terms of Service, or (iv) escheat the funds  in accordance with Applicable Law or take other actions in accordance with  Applicable Law. 

12. Resignation. Vetandpay.ng may, at any time, give notice of  Vetandpay.ng 's intent to resign as Escrow agent. If, within ten (10) days of  such notice, Vetandpay.ng has not received notice from all Parties in an  Underlying Transaction that they have designated a substitute escrow  agent (which notice shall identify the substitute escrow agent),  Vetandpay.ng may discharge Vetandpay.ng duties under these Terms by 

depositing all escrowed funds with a court of competent jurisdiction. If an  alternate Escrow agent is so designated, Vetandpay.ng shall be discharged  from Vetandpay.ng duties under the Vetandpay.ng Terms of Service by  delivering all Escrowed Funds to such person or entity. Upon payment of  the Escrowed Funds pursuant to these Terms, Vetandpay.ng shall be fully  released from all liability and obligations with respect to the Escrow Funds  and the Escrow Transaction. 

13. Canceling a Transaction. If an Underlying Transaction cannot be  completed for any reason, including cancellation by Vetandpay.ng for any  reason, Vetandpay.ng will notify each Party in such Underlying Transaction  by e-mail, to the e-mail address each has provided to Vetandpay.ng. In  Vetandpay.ng 's sole discretion, Vetandpay.ng may cancel any Underlying  Transaction if each Party to an Underlying Transaction fails to agree on the  terms as required in the Transaction Details Screens by clicking the "Agree"  button as requested on the Site. You may cancel an Underlying Transaction  as provided in the Vetandpay.ng Terms of Service. 

14. Statements, Verification. You agree that all disclosures and  communications regarding these Terms and the Escrow Service shall be  made by e-mail or on the Site, unless the Parties make other arrangements  as set forth elsewhere in the Vetandpay.ng Terms of Service. You  understand and agree that Escrow.com may request additional information  from you at any time, for verification, authentication, or other business  purpose. 

15. Digital Identification. You understand and agree that Vetandpay.ng will  create, issue, and verify a digital identification (a "Digital ID") for each User.  This Digital ID is attached to each accepted electronic document and  notification e-mails. You agree that Your Digital ID is a valid "Electronic  Signature." Please review the General Escrow Instructions for more  information about Vetandpay.ng 's use of the Digital ID. 

16. Fees. Unless otherwise agreed upon by each User in the Transaction,  Buyer agrees to pay the fees for the Services that are disclosed on the Site  at the time the completed Transaction Escrow Instructions are agreed to by 

all such Users, as well as any other fees, including, without limitation, third  party service fees (e.g., shipping, appraisal, inspection, registration - domain or otherwise, etc.). Once paid, Vetandpay.ng fees are  nonrefundable. Vetandpay.ng fees may change from time to time in  Vetandpay.ng’s absolute and sole discretion. Additionally, Vetandpay.ng 

may introduce new fees by providing 30 days' written notice. Vetandpay.ng is not responsible for payment of any sales, use, personal property or other  governmental tax or levy imposed on any items purchased or sold through  the Services or otherwise arising from the Transaction. 

16.1. Interest on Overdue Fees. Notwithstanding any other provision in  these Terms, any fees, charges or reimbursement of third-party fees due to  Vetandpay.ng that are not paid by the due date shall accrue interest at the  rate of 10% of the outstanding balance per month, or the maximum rate  permitted by law, whichever is lower, from the date such payment was due  until the date paid, calculated daily until the date paid in full. This interest  rate is designed to compensate Vetandpay.ng for the cost of carrying  overdue fees and is in line with the reasonable expectations of parties  engaged in escrow transactions. 

17. Taxes. Some of our fees may be subject to applicable taxes, levies,  duties or similar governmental assessments of any nature, including, for  example, value-added, sales, use or withholding taxes, assessable by any  jurisdiction (collectively, “taxes”) and, unless expressly noted, our fees are  exclusive of applicable taxes. You acknowledge that we may make certain  reports to tax authorities regarding transactions that we process. 

18. Invoices. Vetandpay.ng may issue invoices to the relevant party for its  fees, however Vetandpay.ng has no responsibility nor is it able to provide  any invoice for underlying personal property or Services transactions.  Invoices for underlying transactions are to be obtained from the Seller. 

19. Security. Vetandpay.ng uses secure sockets layer ("SSL"), a security  protocol that provides data encryption, server authentication, and message  integrity for connections to the Internet designed to protect the data You  provide Vetandpay.ng. Vetandpay.ng has also implemented a security 

system requiring a user ID and a password to access Your transactions on  the Site. You agree not to give Your password to any other person or entity  and to protect it from being used or discovered by anyone else. 

20. Acknowledgement of Risk. You expressly agree that Your use of the  Services is at Your sole risk. The Escrow Services are provided on a strictly  "as is" and "as available" basis. 

21. Disclaimers. 

a. VETANDPAY.NG MAKES NO WARRANTY WITH REGARD TO THE  UNDERLYING TRANSACTION, ANY ITEMS OBTAINED BY YOU  THROUGH THE USE OF THE SITE OR THE SERVICES, THAT THE SERVICES  WILL MEET YOUR REQUIREMENTS, OR THAT THE SERVICES OR THE  SITE WILL BE UNINTERRUPTED, TIMELY, OR ERROR  FREE. VETANDPAY.NG MAKES NO WARRANTY THAT ITS SECURITY  CANNOT BE BREACHED. 

b. VETANDPAY.NG EXPRESSLY DISCLAIMS ALL EXPRESS AND IMPLIED  WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED  WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR  PURPOSE AND NON-INFRINGEMENT. VETANDPAY.NG SHALL NOT BE  LIABLE OR RESPONSIBLE FOR THOSE GUARANTEES, WARRANTIES,  AND REPRESENTATIONS, IF ANY, OFFERED BY ANY SELLER OF ITEMS.  NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN,  OBTAINED BY YOU FROM VETANDPAY.NG OR THROUGH THE  SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY MADE  HEREIN. 

22. No Third-Party Endorsement or Liability from Acts of Third-Party. You  acknowledge and agree that Vetandpay.ng does not endorse the website  of any third party (including any partner marketplace) or assume  responsibility or liability for the accuracy of any material contained therein,  or any infringement of third-party intellectual property rights arising  therefrom, or any fraud or other crime facilitated thereby and that You have  not entered into any Underlying Transaction or agreed to the Vetandpay.ng Terms of Service based on Vetandpay.ng’s association with any third-party. 

In no event will Vetandpay.ng be liable for any act or omission of any third party, including, but not limited to, your financial institution, any payment  system, any third-party service provider, any provider of  telecommunications services, internet access or computer equipment or  software, any mail or delivery service or any payment or clearing house  system or for any circumstances beyond Vetandpay.ng 's control (including  but not limited to, fire, flood or other natural disaster, war, riot, strike,  terrorism, act of civil or military authority, equipment failure, computer  virus, infiltration or hacking by a third-party, or failure or interruption of  electrical, telecommunications or other utility services). 

23. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY  APPLICABLE LAWS, VETANDPAY.NG ON BEHALF OF ITS AFFILIATES,  DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, SUPPLIERS, LICENSORS AND  SERVICE PROVIDERS, EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES  AND EXPENSES OF ANY KIND AND SHALL NOT BE LIABLE FOR ANY  DAMAGES, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL OR  CONSEQUENTIAL, RELATING TO YOUR USE OF THE SITE OR THE SERVICES  OR YOUR INABILITY TO USE THE SITE OR THE SERVICES AND DISCLAIM  LIABILITY FOR ANY LOSSES AND EXPENSES OF DIRECT, INDIRECT, GENERAL,  SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOSS OF  USE, LOSS OF DATA, LOSS CAUSED BY A VIRUS, LOSS OF INCOME OR PROFIT,  LOSS OF OR DAMAGE TO PROPERTY, CLAIMS OF ALL THIRD PARTIES, OR  OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF WE HAVE BEEN  ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES ARISING OUT  OR IN CONNECTION WITH THE USE OF THE SITE(S) OR ANY WEBSITE WITH  WHICH THEY ARE LINKED AND YOU SO AGREE TO SUCH EXCLUSION. THIS  LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS  BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE) STRICT LIABILITY  OR ANY OTHER LEGAL, CONTRACTUAL, STATUTORY, REGULATORY OR  EQUITABLE BASIS TO THE GREATEST EXTENT AUTHORIZED BY LAW. FOR  THE AVOIDANCE OF DOUBT, VETANDPAY.NG WILL NOT BE LIABLE FOR ANY  LOSS, DAMAGE, COSTS, OR EXPENSES INCURRED, OR SUFFERED BY A PARTY  AS A RESULT OF THE SELLER, BUYER, BROKER OR AN AUTHORISED USER’S  ACCESS OR USE OF OUR SERVICES OR INABILITY TO ACCESS OR USE OUR  SERVICE, EXCEPT TO THE EXTENT CAUSED BY OUR GROSS NEGLIGENCE OR 

WILFUL MISCONDUCT. VETANDPAY.NG IS NOT LIABLE IN ANY WAY FOR  ACTING IN ACCORDANCE WITH OR RELYING ON ANY INSTRUCTION, NOTICE  OR DEMAND OR DOCUMENT FROM A PARTY OR PARTY’S AGENT ON THE  PARTY’S BEHALF. VETANDPAY.NG IS NOT LIABLE FOR ANY MATTER  RELATING TO A DISPUTE BETWEEN THE SELLER AND BUYER IN RESPECT TO  AN AGREEMENT BETWEEN THE SELLER AND THE BUYER. EACH OF BUYER,  SELLER AND BROKER CONSENT TO THESE LIMITATIONS OF LIABILITY. 

24. Termination of Services. Vetandpay.ng may suspend or terminate Your  use of the Site or Escrow Services at any time, without notice, for any  reason, in Vetandpay.ng 's sole discretion. Vetandpay.ng will attempt to  provide You with prior notice of the suspension or termination of your  Account or the Escrow Services by sending You an e-mail, but Vetandpay.ng is not obligated to do so, and may not do so where there is a risk to the  security, privacy or integrity of the Escrow Services. You shall remain liable  for all Escrow Transactions You initiate through the Site or Escrow Services  prior to such termination, and the performance of Your obligations,  including but not limited to, the delivery of the Merchandise or Seller  Services and the payment of all amounts You owe prior to termination or  discontinuation of Your use of the Escrow Services. You agree to pay all  costs and expenses (including all reasonable attorneys' fees) that  Escrow.com may incur in order to (a) collect any amounts You owe under  the Vetandpay.ng Terms of Service or (b) to initiate an arbitration or judicial  proceeding to resolve a dispute between Buyer and Seller, as set forth in  these Terms. 

25. Non-Transferability of the Services by You. You may not assign the  Vetandpay.ng Terms of Service (including, specifically, the Transaction  Escrow Instructions and Supplemental Escrow Instructions) to any other  person or entity except to the extent required by Applicable Law. Your right  to use the Escrow Services shall not be sold or transferred to any other  person or entity without the prior written consent of Vetandpay.ng. Any  purported assignment or transfer by You without our prior written consent  in violation of this provision shall be null and void.

26. Modifications. Vetandpay.ng reserves the right to change any portion  of these Terms, at any time, without prior notice, provided that no such  change will apply to an Underlying Transaction once the Underlying Parties  to such Underlying Transaction have agreed to the Transaction Escrow  Instructions. You understand that the most recent version of these Terms  will be located on the Site. 

27. Notices. Notices from Vetandpay.ng to You will be given by e-mail, or by  general posting on the Site. You may contact Vetandpay.ng by filling out the  customer support form or such other email address Vetandpay.ng posts as  its address for notice on the Site in the most recent version of the Terms. 

28. Miscellaneous. In the event of any dispute, claim, breach, or  disagreement arising from or relating to the Vetandpay.ng Terms of Service  or to an Underlying Transaction, You agree to resolve such dispute in the  manner set forth in these Terms. The Vetandpay.ng Terms of Service shall  be governed by the laws of the State of Federal republic of Nigeria. Any  dispute shall be resolved pursuant to the Dispute Resolution and Governing  Law/Venue provisions of these Terms. The Vetandpay.ng Terms of Service  constitute the entire agreement between Vetandpay.ng and You relating to  the subject matter hereof and supersedes all prior or contemporaneous  understandings, agreements, communications and/or advertising with  respect to such subject matter. 

29. Assignment. Vetandpay.ng may assign these Terms to any current or  future affiliated company and to any successor in interest. Vetandpay.ng also may delegate certain Escrow.com rights and responsibilities under  these Terms to third-parties. 

30. Escrow Instructions. Once the Buyer and Seller (and Broker when  applicable) have agreed to identical Transaction Detail Screens for a specific  underlying Transaction, both Buyer and Seller (and Broker when applicable)  have agreed to the Transaction Escrow Instructions and these Terms by  selecting the "Agree" button at the bottom of the Transaction Detail  Screens, these instructions shall constitute a binding agreement between  all parties. No blank spaces shall exist on the Transaction Detail Screens as 

of the time the Buyer and Seller (and Broker when applicable) select the  "Agree" button. After Buyer and Seller (and Broker when applicable) both  select the "Agree" button, the terms, conditions, and other details of the  Transaction Detail Screens constitute the Transaction Escrow Instructions  to govern the Underlying Transaction between the Buyer and Seller (and  Broker when applicable). Should it become necessary to add a  supplemental instruction(s), or to make any addition to, deletion from, or  alteration to the Transaction Detail Screens, all parties (Buyer, Seller,  Vetandpay.ng, and Broker when applicable) must execute any  supplemental instruction, addition, deletion or alteration thereto  (collectively the "Supplemental Escrow Instructions”). Vetandpay.ng reserves the right to reject any Supplemental Escrow Instructions and to  terminate the Escrow Transaction as provided herein. In accordance with  the laws of the federation, Vetandpay.ng may accept instructions that are  created, generated, sent, communicated, received, or stored by the  Underlying Parties using electronic means and by attaching the Underlying  Parties’ respective Digital IDs. The Parties to the Underlying Transaction  hereby agree to conduct the Escrow Transaction electronically. The  Underlying Parties acknowledge that by entering the Transaction Escrow  Instructions, they are able to electronically receive the Transaction Escrow  Instructions, download the Transaction Escrow Instructions and print the  Transaction Escrow Instructions. The Parties agree that all instructions must  be written and that the Underlying Parties and Vetandpay.ng are not  obligated to follow or rely on any verbal or oral statements or instructions. 

31. General Description of Services. 

a. The Underlying Parties may enter an Underlying Transaction for the  sale and purchase of many different types of personal property,  goods, or items (“Merchandise”), excluding those prohibited in these  Terms or by Vetandpay.ng The Underlying Parties may also enter an  Underlying Transaction for the provision of services (“Seller  Services”), excluding those prohibited in these Terms or by  Vetandpay.ng. 

b. The Underlying Parties shall each log onto the Site daily to confirm the  status of the Escrow Transaction. The status of any Escrow 

Transaction can only be confirmed by the Underlying Parties by  logging into the Site. The accuracy of automated messages sent by  Vetandpay.ng must be confirmed by the Underlying Party by logging  into the Site to check the status of the Escrow Transaction. Except as  otherwise required by Applicable Law, the Underlying Parties may not  rely on verbal or written advice from Vetandpay.ng staff concerning  the status of any Escrow Transaction. 

c. A Buyer and Seller may complete an Escrow Transaction with or  without a Broker. When a Broker is involved, additional instructions  specified below shall apply. A Broker shall become an Underlying  Party only if the Broker is identified for the Escrow Transaction. Other  brokers have no rights hereunder, and Buyer and Seller have the sole  responsibility for financial arrangements with such brokers. 

d. Government or organisations may want to use Vetandpay.ng to  escrow for their contracts with their contractors here it is termed  Procurement escrow. 

32. Shipping and Tracking of Purchased Items.

a. Upon receiving Buyer’s cleared funds, and where the Merchandise is  a physical item, Vetandpay.ng will email Seller to ship the  Merchandise, where appropriate, which will require Seller to log on  to the Site to confirm secured funds, unless all Parties agree to a  different method of notification. Upon Seller’s verification, Seller shall  ship the Merchandise to Buyer based upon information provided in  the Buyer’s profile or as otherwise provided in the Transaction Escrow  Instructions, and Seller shall have the Merchandise insured for full  value to Buyer. The Underlying Parties shall choose a shipping method  that provides online tracking information. Seller will be responsible  for all shipping damage if insurance is not available to cover the  damage. Seller shall complete and submit the shipping information to  the Site on the same day on which the Merchandise is placed in the  carrier’s possession, confirmation of which shall be emailed to all  Parties, unless they agree to a different method of notification.

b. The Buyer Inspection Period (as agreed to on the Transaction Detail  Screens) shall be calculated in calendar days and shall commence  upon the first to occur of either: 

i. Buyer’s acknowledgment of receipt of Merchandise; or ii. the Site’s receipt of verification of delivery to Buyer via the shipper’s  or registrar’s tracking services. 

c. Unless otherwise expressly agreed to in writing by the Underlying  Parties, if Seller has not shipped the Merchandise within 10 calendar  days after Vetandpay.ng sends notification (through email or posting  on the Site) of Buyer’s deposit of immediately available funds, Buyer  may request a return of the Escrowed Funds, minus the Escrow Fees,  and Vetandpay.ng will remit the funds back to Buyer after notifying  the Underlying Parties. 

d. Unless the Underlying Parties agree otherwise, Buyer is responsible  for any duties, customs fees or other charges resulting from an  international Escrow Transaction, which shall be included in the  purchase price. The shipping Party shall properly declare the  Merchandise and its value for customs procedures. 

e. The Seller agrees to cooperate with and follow all additional  instructions provided by Vetandpay.ng to ship the Merchandise, not  ship the Merchandise, or request return of the Merchandise, as  directed by Escrow.com. 

33. Buyer's Acceptance; Disbursement of Funds.

a. During the Buyer Inspection Period, Buyer must either click the  “Accept” or “Reject” button and follow all further instructions on the  Site to accept or reject the Merchandise by following the instructions  on the Site or on a partner marketplace site. For the avoidance of any doubt, the Buyer also has the option to reject the Merchandise. For  clarity, acceptance or rejection are executed by way of clicking on the  relevant buttons on the Site, clearly identifiable, confirming Buyer’s  acceptance or rejection of the Merchandise. In the event that the  Buyer fails to either click the accept or reject button on the  Vetandpay.ng platform, or through a partner marketplace or to follow  all further instructions, then Buyer shall be deemed to be satisfied 

with the Merchandise and deemed to have accepted it.  Notwithstanding the foregoing, for Escrow Transactions involving IPv4  Numbers, Buyer shall not be permitted to reject the IPv4 Numbers if  the recipient Regional Internet Registry’s (“RIR”) Whois records reflect  Buyer or its designee as the registrant of such IPv4 Numbers, and  Buyer’s clicking of the “Reject” button shall have no effect on  Escrow.com’s authority to close the Escrow Transaction or Seller’s  (and Broker’s) right to receive the Escrowed Funds as set forth above. 

b. Vetandpay.ng will disburse the Escrowed Funds as follows: i. If Transaction Escrow Terms reflect that Buyer has agreed to pay for  shipping and/or any portion of the Escrow Fees, then those costs shall  be collected as Buyer’s funds and remitted with the purchase price. At  Close of Escrow, Vetandpay.ng will pay Seller, from the Escrowed  Funds, the purchase price and shipping fee itemized in the Escrow  Transaction, less any payment for shipping fees (unless Seller has  agreed to pay for shipping) and will disburse the Escrow Fees to  Vetandpay.ng. 

ii. If the Transaction Escrow Terms reflect that Seller has agreed to pay  for shipping and/or any portion of the Escrow Fees, then at Close of  Escrow, Vetandpay.ng will pay to Seller from the Escrowed Funds the  purchase amount, less any fees due to Vetandpay.ng, and less any  other fees the Seller is obligated to pay (such as broker’s fees).  Shipping fees will be deemed paid outside of the Escrow Transaction. 

c. If a Buyer Inspection Period ends without Buyer’s involvement,  Vetandpay.ng at its sole discretion may provide Buyer notice  regarding the ending of the Inspection Period within 24 hours.  Vetandpay.ng is under no obligation to provide such 24-hour notice  and shall not be liable if such notice is not provided. It is always the  Buyer’s ultimate responsibility to login to the Buyer’s Account in the  Vetandpay.ng system and check the status of their transaction. 

d. Where a Buyer uses the Escrow Services through a partner  marketplace, then the Buyer must click the accept or reject button for  the Escrow Transaction on that partner marketplace and follow all  instructions from Vetandpay.ng in relation to the Escrow Transaction. 

34. Buyer Rejection Process.

a. Buyer is responsible for all Escrow Fees if the Escrow Transaction is  cancelled, or the Merchandise returned. During the Buyer Inspection  Period, Buyer may reject for any reason by clicking the “Reject” button  and follow all other instructions on the Site for rejecting the  Merchandise. Upon such rejection, Vetandpay.ng will email Seller  concerning Buyer’s rejection and return of the rejected Merchandise.  Buyer shall promptly return the rejected Merchandise to Seller within  10 calendar days after receiving notice of the rejection, and shall  insure, at Buyer’s expense, the returned Merchandise’s value during  shipment to the place designated in Seller’s profile. Buyer shall be  responsible for shipping the rejected Merchandise at Buyer’s expense  (unless otherwise agreed by the Parties). For the avoidance of doubt,  it is the Seller’s responsibility to notify Vetandpay.ng of any change of  address as soon as possible. If Seller does not advise Vetandpay.ng of  Seller’s change of address in writing at least 48 hours prior to a  rejection of Merchandise under this Section, Seller agrees that Seller’s  last known address as contained in the records of Vetandpay.ng will  be Seller’s current address for the purposes of this Section. Seller must  reasonably cooperate to allow the opportunity for Buyer to return the  rejected Merchandise if Buyer timely rejects the Merchandise. Seller  agrees it will not take steps to avoid the return of rejected  Merchandise. Buyer will be responsible for all shipping damage if  insurance is not available for any reason to cover such damage. Buyer  is aware that the Merchandise must be rejected in the manner  described in these Terms to obtain a refund. 

b. If Buyer rejects Merchandise in violation of these Terms or any other  terms of acceptance and rejection applicable to the Underlying  Transaction, Seller shall not be prohibited by these Terms from  pursuing any available right or remedy against Buyer available under  Applicable Law. 

c. Buyer acknowledges and agrees that regardless of the reason for  rejection, Buyer must return the rejected Merchandise to Seller for  Escrowed Funds to be returned to Buyer. If Buyer fails to return the  rejected Merchandise in accordance with these Terms within the 

specified time-period, Vetandpay.ng is hereby authorized to pay Seller the Escrowed Funds, minus the Escrow Fees. 

d. If the Underlying Transaction involves a domain name and Buyer  rejects the domain name within the Buyer Inspection Period, unless  the domain name is being held by Vetandpay.ng pursuant to a written  agreement, Buyer must cause return of the domain name to Seller  within 10 calendar days of Buyer’s rejection. If Buyer fails to cause  return of the domain name timely, Vetandpay.ng is hereby authorized  to pay Seller the Escrowed Funds minus the Escrow Fees. Seller shall cooperate in the return process of the domain name. In the event the  domain name transfer to Buyer has caused the Internet Corporation  for Assigned Names and Numbers (ICANN) to impose a registrar lock,  Seller will open an account at the receiving registrar to take  possession of the domain name or the Escrowed Funds will continue  to be held in escrow until this period expires and the domain name  can be returned to Seller’s registrar. 

e. Notwithstanding anything to the contrary herein, for Underlying  Transactions involving IPv4 Numbers, Buyer may reject the IPv4  Numbers only if the Whois records of the recipient RIR do not reflect  Buyer or its designee as the registrant of the IPv4 Numbers (as  confirmed by Vetandpay.ng), in which case Buyer’s rejection shall be  deemed Buyer’s automatic return of the IPv4 Numbers to Seller. If, in  such event, Seller accepts the return of the IPv4 Numbers (as further  described below with respect to IPv4 Numbers), Vetandpay.ng shall  refund the Escrowed Funds to Buyer, minus the Escrow Fees. 

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