GENERAL TERMS OF USE FOR NEERO

1. PREAMBLE

These General Terms of Use (hereinafter referred to as the “Terms” or “Contract”) are intended to define the terms and conditions for using NEERO, developed by NEERO SAS, a Cameroonian company with its registered office located in Bonamoussadi Douala-Cameroon, and registered under Commercial Registry No. RC/DLA/2022/B/6628.

The user of Neero agrees to comply with these General Terms of Use for all of its services.

Therefore, we recommend that you read the terms of this Contract carefully before accepting it. It is your responsibility to understand and comply with all applicable laws, policies, and regulations regarding your use of NEERO’s services.

By accessing and using the NEERO application, you agree to the terms and conditions of this Contract.

2. AGE LIMITATION

Our services are intended for individuals who are at least 18 years old.

3. YOUR RELATIONSHIP WITH NEERO

1. Definition of Some Key Terms

• Neero Super App: A mobile application offering a wide range of services and features all in one platform. Designed to meet your daily needs, it also assists you in your financial operations.

• Virtual Card (Virtual Card Number or VCN): Refers to a virtual, prepaid payment card on which a certain amount of money is loaded, allowing for electronic payments limited to the authorized ceiling. This is a dematerialized card but contains the same information as a traditional physical prepaid card, namely: (A card number, an expiration date, and a cryptogram or CVV code (the three digits on the back of the card).

• Electronic Money: Refers to a monetary value representing a claim on an electronic money institution (EMI), stored in electronic form, including magnetic. It is issued immediately in exchange for funds of an amount at least equal to the monetary value issued and is accepted as a means of payment by individuals or legal entities other than the issuer.

• Issuance of Electronic Money: Refers to the issuance of units of electronic value in exchange for received funds.

• CEMAC: Central African Economic and Monetary Community.

• Electronic Money Institution (EMI): Refers to the bank(s) authorized to issue, manage, and distribute electronic money.

• FCFA: Franc of the African Financial Community, the legal monetary unit of the CEMAC member states.

• KYC: ("Know Your Customer"), due diligence conducted by Neero to better understand the client and assess the possibility of entering into a business relationship.

• Passcode: A secret code created by the Neero user, used to confirm a transaction or authorize an action within the application.

• Password: A secret code created by the user to access their account and secure certain features of the application.

• You/User: Refers to the person who accepts the terms and conditions of this Contract (The client).

• Personal Vault: This vault allows the user to make payments within a timeframe predefined by Neero. The determined period allows the user to withdraw their funds at the end of several deadlines, with a remuneration based on the initial clause defining the percentage linked to the saved amount.

• Project Vault: A type of vault that allows users to build the capital or income necessary to complete a project. They can do this over a period defined by themselves, depending on their reality and needs.

• Neero Virtual Card: An electronic payment card that functions like a debit card but does not need to be linked to a bank account.

• Vault Administrator: The default member with multiple roles and rights in the Vault.

• Vault Member: They only have the ability to make deposits (cash in), monitor the Vault's progress, and review the transaction history.

• Role of Withdrawal in a Vault: Allows members holding this role to withdraw money from the Vault without needing the administrator's approval.

• Participant Manager in a Vault: Has the ability to manage all group members and has the authority to remove any person listed in the Vault.

4. Overview of Neero Services

• Cash in: Represents all actions of recharging or transferring from your electronic wallets to the Neero account, the card, or even to the savings vault.

• Cash out: Represents all withdrawal actions that can be materialized by a transfer or recharge from a Neero account to another third-party account or from a card to a Neero Account.

• Wallet Neero to Wallet: Represents all withdrawal actions from one Neero account to another Neero account or to another third-party account.

• Cash in card: Represents all actions of recharging a Neero account to a Neero Visa Card.

• Vault: A feature of the Neero super app designed to help you achieve your goals and projects through the Vault and financial discipline.

• Bank Deposit: A feature of the app that allows users to credit their Neero account by making deposits through our various partner banks.

• Bank Transfer: A feature of the app that allows users to make transfers using our partner banks to credit their Neero account and carry out transactions within the Neero Super App.

• Cagnotte By Neero: A web and mobile feature that enables crowdfunding, such as (requesting help, collecting funds for special occasions), and much more.

• Bank Transfer: A feature that allows Neero users to transfer money from their Neero account to a third-party bank account.

• Chat & Pay: A messaging feature designed to facilitate exchanges between Neero users, allowing them to instantly perform operations such as (Neero Transfer, Neero Request, and Pay Me) directly in the chat channel.

• Recharge via PayPal: This feature allows Neero customers to recharge their Neero account from their PayPal account.

5. Functionality of Neero Services

• How to recharge your Neero account via a Mobile Money account?

To recharge your Neero account, go to the homepage of the platform, tap on Recharge, then select the funding source by choosing the Mobile Money operator, enter the amount, and tap on Pay.

• How to recharge your Neero account from my virtual card?

To recharge your Neero card from your Neero account, open the app and go to the Payment section. Select your virtual card, then tap Recharge. Enter the desired amount and complete the operation by entering your passcode.

• How to withdraw from your virtual card to your Neero account?

On the virtual card page, select the Withdraw option. Enter the desired amount, enter your security code, then confirm the operation.

• How to withdraw money from your Neero account to your Mobile Money account?

To withdraw money from your Neero account to your Mobile Money account, open the app and go to the homepage. Tap on TRANSFER, then select Mobile Money Transfer. Enter and verify the number and amount, then enter your secret code to complete the operation.

• How to make a bank deposit?

1. While in the app, tap on HUB, you will see the Bank Deposit option and tap on it; (2) You will see a banner asking you to make a Bank Deposit, tap on it; (3) You will see the different banks available for your operation, select the bank; (4) Select the operation you want to perform (Bank Deposit); (5) Enter the amount you wish to deposit, then tap continue by entering your Passcode; (6) You will retrieve the company’s account information and the deposit purpose (CMXXXXXXX) you can tap (HELP ME FILL) if you encounter difficulties; (7) Go to the bank to make the deposit (DO NOT FORGET THE DEPOSIT PURPOSE), (8) After making the deposit, in your deposit request tap on I confirm the transaction, upload the payment receipt and the date the deposit was made, (9) Submit your request and wait within 12 hours.

• How to make a bank transfer?

(1) While in the app, tap on HUB, you will see the Bank Deposit option and tap on it; (2) You will see a banner asking you to make a Bank Deposit, tap on it; (3) You will see the different banks available for your operation, select the bank; (4) Select the operation you want to perform (Bank Transfer); (5) Enter the amount you wish to transfer, then tap continue by entering your Passcode; (6) You will retrieve the company’s account information and the transfer purpose (CMXXXXXXX) you can tap (HELP ME FILL) if you encounter difficulties; (7) Go to the bank's application to make the transfer (DO NOT FORGET THE TRANSFER PURPOSE); (8) After making the transfer, in your transfer request tap on I confirm the transaction, upload the proof of transfer and the date the operation was made; (9) Submit your request and wait within 24 hours.

• How to transfer money from your Neero account for credit recharge?

To transfer money from your Neero account for credit recharge, enter the application, being on the homepage, tap on TRANSFER, select credit recharge, enter and verify the number, the amount then insert your secret code.

• How to transfer money from one Neero account to another?

Two users who have a Neero account can transfer money from account to account for free. There are two approaches:

• Using the QR code: You should scan the unique QR code of the user you want to send money to, then enter the transfer amount and confirm the payment by entering your secret.

• Using the name or phone number of the other Neero user: Search for the user who wants to receive the

6. User Obligations

a) Eligibility for a Neero Account

To be eligible to activate your Neero account, the following conditions must be met:

• Provide all legal Cameroonian documents proving your identity (valid National Identity Card, valid receipt, or valid passport).
• Provide a Cameroonian phone number and a valid email address.
• Reside within the Cameroonian territory.

Note: Once your account has been validated by Neero, you will not be able to request any changes to your details. This ensures compliance with regulations and conformity.

b) Eligibility for Neero Virtual Card Validation

To be eligible for the validation of your virtual card request, you must provide the following:

• Your Unique Identification Number (NIU).
• A location plan, a proof of residence, or a utility bill (electricity or water) in your name.

Please note that Neero reserves the right to accept or refuse your membership on its platform and the use of its services.

c) Sponsorship Eligibility Conditions

• To benefit from the sponsorship program, you must be a Neero user. You can then copy and share your referral code with others, who must use it when creating their account, specifically on the account creation screen.
• Once the referred user's account is validated, they must request a virtual card.
• After the virtual card is validated, the referred user must perform transactions of a specified amount on the platform.
• Once these conditions are met, both the referrer and the referred user will automatically receive the specified amount in the app for sponsorship.

7. Neero's Responsibility

Responsibility in Case of Technical Issues

Neero strives to maintain the availability and proper functioning of its services. However, we cannot be held responsible for interruptions or technical failures resulting from circumstances beyond our control, such as network issues, failures of third-party service providers, or system outages.

Responsibility for Transactions

Neero cannot be held responsible for errors or losses resulting from incorrect information provided by the user during financial transactions, such as incorrect numbers, erroneous amounts, or inaccurate beneficiary information.

Responsibility in Case of Fraud or Unauthorized Access

While Neero implements advanced security measures to protect user information, we cannot be held responsible for losses or damages resulting from fraud, identity theft, or unauthorized access to your account if these events result from negligence in protecting your personal information.

Responsibility in Case of Service Modifications

Neero reserves the right to modify, suspend, or discontinue all or part of its services at any time. We will not be responsible for any losses or damages you may suffer as a result of these changes or interruptions.

8. Limitation of Neero’s Responsibility

Despite security measures implemented for KYC management, Neero will not be responsible if you share your information with a third party to conduct dubious transactions that could harm another user.

Neero is not responsible for additional fees imposed by the platform where you make various payments. Note that for each type of Neero subscription, a rate is defined, and the exchange rate is universally aligned with the market.

• Transfers to Mobile Money/Airtime/Neero to Neero Accounts

Users are responsible for the accuracy of the information provided when using payment methods. Neero cannot be held responsible for errors resulting from incorrect information entry during a cash-out (Mobile Money, Airtime, Neero to Neero account). In exceptional cases, you can contact our customer service, which will contact the relevant partner to notify the operator of a possible cancellation of the transaction. However, we offer you the opportunity to verify the number before confirming the transaction.

• Use of the Virtual Card

Neero is not responsible if you share your virtual card information with a third party, allowing unauthorized use.

• Disputes in a Vault

Neero is not authorized to arbitrate disputes that may arise between stakeholders in the Vault.

9. Intellectual Property

The URLs of Neero's websites, the name "Neero," and all logos of our products and services described on our websites are protected by copyright or are registered trademarks of Neero SAS.

Moreover, all page headers, custom images, button icons, and scripts are protected by Neero's copyrights or constitute Neero's trademarks and/or visual identity. You may not copy, imitate, modify, or use them without our prior written consent. As a business, you may use the logos, images, and scripts provided by Neero through our services without our prior written consent to direct Internet traffic to Neero. However, you may not alter, modify, or change these logos, images, or scripts in any way, use them in a manner that devalues Neero, or display them in a way that suggests you are endorsed or approved by Neero SAS.

Any reproduction, representation, or exploitation of Neero SAS's website URLs, the name "Neero," or all logos of our products and services, page headers, custom images, button icons, and scripts, trademarks, and/or visual identity of Neero, in violation of the attached intellectual property rights or without the prior express authorization of Neero SAS or its assigns, constitutes an infringement under the Agreement revising the Bangui Agreement of March 2, 1977, establishing an African Intellectual Property Organization (OAPI), and exposes its author to criminal penalties, without prejudice to prosecution for damages.

10. Privacy

The confidentiality and protection of your personal and payment data are priorities for Neero. As part of its activities, Neero commits to respecting all laws and regulations required by the authorities.

When creating your Neero account, and subject to your consent, Neero collects your personal data, including your name, date, and place of birth, a valid official document, your phone number, and any other information necessary for using the service.

Neero reserves the right to collect any necessary documents and information from the client. The user also authorizes the use of their information for reasonable commercial purposes related to using the services, particularly for marketing, research, and combating fraud, money laundering, and terrorism financing.

Moreover, Neero may use and share client data with third parties in compliance with legal and regulatory obligations to respond to requests from public, administrative, judicial, and regulatory authorities. Neero processes and stores the client’s personal data by taking all necessary measures to ensure their security, protection, and confidentiality, preventing any unauthorized loss, theft, use, disclosure, or modification.

The client may access their data and request its deletion at any time, following the applicable legislation. However, the information will remain in our database for a specified period to allow communication to judicial authorities if necessary.

11. Security

• Data Encryption

Neero uses advanced encryption technologies to protect sensitive data during transmission and storage. All financial, personal, and login information is encrypted using robust security protocols.

• Multi-Factor Authentication (MFA)

To enhance account security, Neero requires multi-factor authentication for login. This involves an additional verification step, such as a code sent via SMS or generated by an authentication app, in addition to your password.

• Monitoring and Detection of Suspicious Activity

Neero continuously monitors its systems to detect any suspicious behavior or intrusion attempts. We use incident detection and response tools to identify and respond quickly to potential threats.

• Malware Protection

Our systems are protected by antivirus software and security solutions against malware. Regular security scans are conducted to detect and eliminate potential threats.

• Privacy and Security Policies

We have implemented rigorous privacy and security policies that define how user data should be processed, stored, and protected. These policies are regularly updated to comply with new regulations and best practices.

• Incident Management

In case of a security incident or data breach, Neero has a response plan to contain, assess, and quickly resolve the situation. We notify affected users if their data is compromised following legal requirements.

• Transaction Security

All financial transactions and sensitive operations are protected by enhanced security mechanisms to ensure their integrity and prevent fraud.

12. Anti-Money Laundering and Counter-Terrorism Financing

In compliance with the Directive on anti-money laundering and Regulation No. 01/CEMAC/UMAC/CM on the prevention and repression of money laundering, terrorism financing, and proliferation in Central Africa, as well as Directive No. 02/2015/CM/UEMOA on the fight against money laundering and terrorism financing in the West African Economic and Monetary Union (UEMOA) member states, Neero adheres to the provisions inspired by the Financial Action Task Force (FATF), the Group Against Money Laundering in Central Africa (GABAC), and the Intergovernmental Action Group Against Money Laundering in West Africa (GIABA).

Internally, Decree No. 2005/187 of May 31, 2005, on the organization and functioning of the National Financial Investigation Agency (ANIF) contains provisions on customer identification. The main measures of this regime, such as identifying the ultimate beneficial owner, not accepting anonymous accounts, the risk-based approach, the situation of politically exposed persons (PEPs), and the reporting system, are integrated into national legislation. Articles 36 to 38 of the CEMAC regulation allow for the verification of electronic transfers and the retention of documents by financial institutions.

In West Africa, Decree No. 2006-261 of August 9, 2006, on the creation, organization, and functioning of the National Financial Information Processing Unit (CENTIF), a Financial Intelligence Unit (FIU) of administrative type, contributes to the protection of the national economy and the development of a healthy economy by combating clandestine financial circuits, money laundering, and terrorism financing.

Neero has taken steps to prevent its services from being used for money laundering or other financial crimes. This includes identifying areas where these crimes may occur and complying with legal and regulatory requirements in the CEMAC and UEMOA, particularly the process of reporting actual or suspected money laundering and terrorism financing cases to ANIF and CENT