Terms and conditions

1. Introduction

Please read these Terms and Conditions, which set forth the legally binding terms and conditions
for your use of the services (the “Service”) offered by Agrorite Limited. (“Agrorite” or the “Company”)
and the website at www.agrorite.com.

Your access to the use of the Service is conditioned on your acceptance of and compliance
with these Terms & Conditions. These Terms & Conditions apply to all visitors, users,
and others who access or use the Service and all applicable laws and all conditions or policies referenced here
(collectively, the “Terms & Conditions”)

By accessing or using the Service you agree to be bound by these Terms & Conditions.
If you disagree with any part of the terms then you may not access the Service and
the Company may use any information the Company obtains about you in accordance
with the provisions of the Privacy Policy.

2. SUMMARY OF SERVICE

Agrorite is a digital agricultural platform that sources funds to trade farm produce.
Participants who indicate interest on the platform choose to fund a farm(s) trade(s).
Each farm trade has an amount needed for funding, the possible yields, or returns on investment.
The participant subscribers get updates on the farming process,
with the possibility of getting paid upon a successful trade; however, if unsuccessful,
the subscribers receive their capital back subject to the insurance coverage.

3. DEFINITIONS

In these Terms & Conditions, we refer to users contributing funds as “Sponsors/Agroriters”
Other users of the Service and visitors to the Site are referred to collectively as “Users.”
Information about happenings and progress reports on the farms are referred to as “Updates”

4. ACCEPTANCE OF TERMS

The Service is offered subject to acceptance of all the terms and conditions
contained in these Terms & Conditions and all other operating rules, policies,
and procedures that may be published on the Site by the Company,
which are incorporated by reference, including operating rules, policies,
and procedures of third-party service providers to the Site that are referenced herein.
These Terms & Conditions apply to every user of the Service. In addition,
some Services offered through the Site may be subject to additional terms and conditions
adopted by the Company. Your use of those Services is subject to those additional
terms and conditions, which are incorporated into these Terms & Conditions by this reference.

The Company reserves the right, at its sole discretion,
to modify or replace these Terms & Conditions from time to time by posting
the updated terms on the Site. It is your responsibility to check the Terms & Conditions periodically for changes.
If you object to any such changes, your sole recourse will be to cease using the Site and the Service.
Your continued use of the Service following the posting of any changes to
the Terms of Use will indicate your acknowledgment of such changes and agreement to be bound by
the terms and conditions of such changes.

The Company reserves the right to change, suspend, or discontinue the Service (including,
but not limited to, the availability of any feature, database, or Content) at any time for any reason.
The Company may also impose limits on certain features and Services
or restrict your access to parts of or the entire Site without notice or liability.

5. ACCOUNTS

When you create an account with us, you must provide us with information that is accurate,
complete, and current at all times. Failure to do so constitutes a breach of the Terms & Conditions,
which may result in immediate termination of your account on our Service.

You are responsible for safeguarding the password that you use to access the Service and for any activities
or actions under your password, whether your password is with our Service or a third-party service.

You agree not to disclose your password to any third party. You must notify us immediately upon
becoming aware of any breach of security or unauthorized use of your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use,
a name or trademark that is subject to any rights of another person or
entity other than you without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

6. SPONSORSHIP TERMS

The Subscriber will receive periodic updates on the status of the farm trade by email.
The Updates may also be available in your account on the Website. You are expected to review all notifications,
updates, and reports from Agrorite as they represent a record of information
pertaining to your contribution during a Farming Duration.

You agree that by sponsoring a farm trade, your contribution is tied and unavailable for the entire
duration of the investment and neither Agrorite nor the farmers can or
will refund your contribution until the successful completion of an investment Duration.

At the end of investment duration, the Sponsor’s Expected Returns is disbursed from any profits made during
the trade.

7. SPONSORS REPRESENTATIONS & WARRANTIES

Representations and warranties are statements and promises made by you to the Company,
which we rely on as being accurate in our dealings with you.
You make the following representations and warranties to us at the time of agreeing to these Terms
and every time you use the Platform or Services, including the time you are matched to a Loan Agreement;

• You are over the age of 21 years
• You are of sound mind and have the capacity to enter into these Terms & Conditions and be
  matched to a farm
• All personal information that you provide about yourself is accurate and true to the best of your
  knowledge
• You hold a bank account in Nigeria in your own name and will use this account to transfer
  money to our account when you subscribe to a farm and receive refunds of contributions made
   and profits earned
• You have considered the risk of erroneously using an imitative website (fraudulently created to appear
  as agrorite.com), the services and risks associated with any form of cash contribution or donation,
   including but not limited to the possibility of losing all the money you contribute on such platforms.
• You will only ever subscribe with your own money unless you are authorized on behalf of a third party
  (“Third Party”)and we agree that you may act on behalf of that Third Party.
• If you are registering or accepting these Terms on behalf of a legal entity such as a company,
  trust, or partnership, you are legally authorized to do so and we may request evidence of such
  legal entitlement
  (by way of a copy of any document which shows the valid and subsisting authorization)
• You are not breaching any laws or regulations that are applicable to you or any company, trust, or
  partnership upon whose instructions you are acting

8. INTELLECTUAL PROPERTY

The Service and its original content, features, and functionality are and will remain the exclusive
property of Agrorite Limited. The Service is protected by copyright, trademark, and other laws of
The Federal Republic of Nigeria. Our trademarks and trade dress may not be used in connection with any product
or service without the prior written consent of Agrorite Limited.

User shall not directly or indirectly: (i) decipher, decompile, disassemble, reverse engineer,
or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of
the Service, except to the extent applicable laws specifically prohibit such restriction; (ii) modify, translate,
or otherwise create derivative works of any part of the Service; or (iii) copy, rent, lease, distribute,
or otherwise transfer any of the rights that you receive hereunder.

If you choose to provide technical, business, or other feedback to the Company concerning the Site or
the Services (collectively, “Feedback”), the Company will be free to use, disclose, reproduce, license,
or otherwise distribute or exploit such Feedback in its sole discretion without any obligations
or restrictions of any kind, including intellectual property rights or licensing obligations.
You understand and agree that the incorporation by the Company of Feedback into any of its products
or services does not grant you any proprietary rights therein.

9. LINKS TO OTHER WEBSITES

Our Service may contain links to third-party websites or services that are not owned or controlled by Agrorite.

Agrorite Limited has no control over and assumes no responsibility for, the content, privacy policies,
or practices of any third-party websites or services. You further acknowledge and
agree that Agrorite shall not be responsible or liable, directly or indirectly, for any damage
or loss caused or alleged to be caused by or in connection with use of or reliance on any such content,
goods, or services available on or through any such web sites or services.

We strongly advise you to read the terms and conditions and privacy policies of any third-party websites
or services that you visit.

10. TERMINATION

We may terminate or suspend your account immediately, without prior notice or liability,
 for any reason whatsoever, including without limitation if you breach the Terms & Conditions.

Upon termination, your right to use the Service will immediately cease. If you wish to terminate your account,
you may simply discontinue using the Service.

11. INSURANCE & INDEMNITY

INSURANCE

Trade of Farm Produce has been insured. Where Agrorite makes a claim under the insurance policy,
and the insurance claim is settled by the insurance company, Agrorite shall pass on the benefits of such claims to
Agroriters in the proportion of their sponsored Contribution in any affected Trade.

INDEMNITY

Subject to paragraph 10 (Termination), you agree that the Company has no obligation to reimburse
or indemnify you for any cost, loss or liability which you incure as a result of the failure of a farm to yield
according to expectations for trading.

You agree to indemnify and hold harmless the Company, any farmer, and all our other agents or sub-contractors,
against all liabilities, costs, expenses, damages, and losses (including any direct, indirect, or consequential losses,
loss of profit, loss of reputation and all interest penalties and legal and other reasonable
 professional costs and expenses) suffered or incurred as a result of:

• Your fraudulent or illegal use of the Platform, the Services, or the Website
• Your negligence or any default by you of any of these Terms or the terms of
  any Loan Agreement to which you are matched
• Any inaccurate or incomplete information that you have knowingly provided to us
• You’re allowing any other person to access your account either with your permission
  or as a result of your failure to keep your username and password private
• Any service that you have offered, whether with or without our permission, to another
  third party using our Platform, Services or Website
• Any claim made against you for actual or alleged infringement of the Company’s Intellectual
  Property Rights or any actual or alleged infringement of a third party’s Intellectual Property
  Rights arising out of or in connection with the Services or your use of the Platform.

12. LIMITATION OF LIABILITY

In no event shall Agrorite, its directors, employees, partners, agents, suppliers, or affiliates,
be liable for any indirect, incidental, special, consequential, or punitive damages,
including without limitation, loss of profits, data, use, goodwill, or other intangible losses,
resulting from (i) your access to or use of or inability to access or use the Service;
(ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and
(iv) unauthorized access, use or alteration of your transmissions or content,
whether based on warranty, contract, tort (including negligence) or any other legal theory,
whether or not we have been informed of the possibility of such damage,
and even if a remedy set forth herein is found to have failed of its essential purpose.

13. DISCLAIMER

Your use of the Service is at your sole risk. The Service is provided on an “AS IS” and “AS AVAILABLE” basis.
The Service is provided without warranties of any kind, whether express or implied,
including, but not limited to, implied warranties of merchantability, fitness for a particular purpose,
non-infringement, or course of performance.

Agrorite, its subsidiaries, affiliates, and its licensors do not warrant that:
 a) the Service will function uninterrupted,
secure or available at any particular time or location;
 b) any errors or defects will be corrected; 
c) the Service is free of viruses or other harmful components; 
 d) the results of using the Service will meet your requirements.

14. GOVERNING LAW

These Terms shall be governed and construed in accordance with the laws of The Federal Republic of Nigeria,
without regard to its conflict of law provisions.

Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights.
If any provision of these Terms is held to be invalid or unenforceable by a court,
the remaining provisions of these Terms will remain in effect. These Terms & Conditions
constitute the entire agreement between us regarding our Service, and supersede
and replace any prior agreements we might have between us regarding the Service.