Zamtel Mobile Money

Zamtel Mobile Money Services

Zamtel Mobile Money services are made available to the Customer subject to these Terms and conditions. These are the terms and conditions which govern the use of Zamtel Mobile Money Services and all the customers agree to be bound by these terms and conditions. Customers must read these terms and Conditions published on the website www.zamtel.co.zm or which are otherwise available from Zamtel Retail Shop, Customer Centres, Zamtel Mobile Money Agents and other designated points of service delivery and access.

Definitions

The following definitions relate to these Terms and conditions:

“Wallet” -The Customer’s Mobile Money Account which is the record maintained by Zamtel Mobile Money of the amount of virtual money held by the Customer and represented by an equivalent amount of cash held by the Settlement Account on the Customer’s behalf.

“Active Account” - When a SIM has made calls or has conducted any of the Mobile Money services or has data

“Inactive Account”- When a SIM has had no calls or data or Mobile Money services being conducted for a consecutive period longer than 120 days.

“Agent(s)” – refers to persons who are registered to provide Mobile Money Services.

“Balance” -The amount of virtual money standing in the Customer’s Account.

“Confirmation SMS” -Text message with transaction details delivered to both originating party and recipient upon successful transaction execution.

“Customer Care Centre” - Centre where dedicated Zamtel Mobile Money representatives specifically trained to help the Customer with Mobile Money services questions and concerns can be reached.

“Customer” - An individual whose wallet is registered on the Zamtel Mobile Money platform.

“Fees” - Tariffs and other charges payable under this Agreement for Zamtel Mobile Money

“ID Number” - The number associated with the NRC/Passport provided by the Customer.

“Virtual Money” -Represents a record stored on the Zamtel Mobile Money account of the Customer’s entitlement to an equivalent amount of cash held by the Zamtel Mobile Money system in a settlement account.

“Mobile Money Transaction” means any transaction which results in the Customer’s wallet being credited or debited with virtual Money.

“Originating party” - A customer or Agent who is transferring funds from a wallet to a recipient.

“PIN” - 4-digit personal identification number being the secret code the Customer chooses to access and operate his / her wallet

“Recipient” means a customer or agent who is designated by the Customer to receive virtual money from the Customer’s wallet.

“Privacy notice”- means Zamtel Mobile Money’s data privacy notice as contained on the Zamtel Mobile Money website and as may be amended from time to time.

“Transaction fee” - Actual charges for use of the Mobile Money services

“Settlement Account” - the Account maintained by Zamtel Mobile Money into which all Payments are made and held by Zamtel Mobile Money on behalf of the Customer.

“Top up”- Process of buying Pre-paid airtime for the Customer or someone else airtime account using the Customer’s virtual account

“User Guide”-describes Mobile Money services and its use

“We” or “Us” or “Our” means Zamtel Mobile Money Limited.

1. Acceptance and Commencement of Conditions of Service

   By use of this service, the Customer is deemed to have accepted these Terms and conditions as may be amended from time to time. Zamtel Mobile Money will not be responsible to the Customer for any indirect, consequential or loss arising from any act or omission by us or any third party and whether arising in contract or tort. The Customer must notify Zamtel Mobile Money immediately of any change of their details as submitted in their registration form.

   All copyrights, trademarks and other intellectual property rights used as part of the Mobile money services or contained in our documents are owned by Zamtel Mobile Money Limited. The Customer agrees that they acquire no rights thereto. Any legal inquiries and/or notices for Zamtel Mobile Money shall be sent to the address provided.

2. Application For Account
   1. Any Customer who has an active Zamtel SIM Card may register for the services provided on Zamtel Mobile Money with any recognized Zamtel Mobile Money Agent in Zambia. the
   2. Any person who registers for Zamtel Mobile money services shall be liable to pay applicable Tariffs for the use of the Zamtel Mobile Money services and such Tariffs shall be deducted directly from the Zamtel Mobile Money account.
   3. The Customer must ensure that it provides complete and accurate information in all respects.
   4. The registration for Zamtel Mobile Money services may be declined at the sole discretion of Zamtel Mobile Money Limited.
   5. Zamtel Mobile Money Limited reserves the right to reject opening a mobile money Account if Zamtel Mobile Money Limited is not satisfied with the proof of identity of the customer
   6. Upon registration and activation of the Zamtel Mobile Money account you will be requested to create a Zamtel Mobile Money PIN which must be kept secret at all times – for any Zamtel Mobile Money transaction you perform you will be required to input the Zamtel Mobile Money PIN. The identity will be validated based on the identity card details used during account activation and know the customer (kick) registration, however the PIN Will Never Be used as a basis for validation and confirmation of the identity.
3. The Zamtel Mobile Money Services
   1. Zamtel Mobile Money services are made available to you subject to these terms Conditions.
      1. Although Zamtel Mobile Money will ensure that you are able to make full use of the Network to access Zamtel Mobile Money services within the coverage area. Zamtel Mobile Money Limited does not guarantee that the Mobile Money services will be available at all time and Zamtel Mobile Money will not be responsible or liable for any loss whatsoever or howsoever arising as a consequence of any non-availability of the Mobile Money services. The Zamtel Mobile Money services are not fault free and factors including (but not limited to) acts of God, geographical topography, weather conditions, planned maintenance or rectification work on the Network may interfere adversely with the quality and provision of the Zamtel Mobile Money services.
      2. In the event of damage to, loss or theft of the SIM card, you are obliged to inform us immediately of such damage, loss, or theft. Zamtel Mobile Money Limited will then disable the lost or stolen SIM Card so as to prevent further use of the Mobile Money services until the SIM card has been replaced. A replacement fee will be applicable, and you will be responsible for all Charges and transactions effected up to the time of receipt by us of the notification of the damage, loss, or theft. Notification of any such damage, loss or theft may be given by telephoning the Customer Care Centre. YOU will be required to indemnify us against any claims made in respect of any transactions effected with the mobile phone and SIM prior to such notification being received.
      3. You are advised that for reasons beyond our control, there is a risk that your communications may be unlawfully intercepted or accessed by those other than the intended recipient. Zamtel Mobile Money Limited cannot accept any liability for any loss, injury, or damage whether direct or consequential arising out of any such compromise of confidentiality.
   2. You must comply with any instructions that Zamtel Mobile Money Limited may give you from time to time about the Zamtel Mobile Money services.
   3. With the exception of calls made to our Customer Service Help line and to other designated toll-free numbers all calls will be charged according to applicable tariff plans
   4. The calls, mails or SMS’s may be monitored or recorded for use in business practices such as quality control, training, ensuring effective system operation, prevention of un-authorized use of our telecommunications system and detection and prevention of crime.
   5. Zamtel Mobile Money users are not charged for the telecommunication services (I.e. SMS or USSD session) utilised to carry out the transaction.
4. Acceptance and Commencement of Terms & Conditions

   You are deemed to have accepted these terms and Conditions as amended from time to time and which take effect upon registration and/or upon the initial activation of the Zamtel Mobile Money Account.

5. Suspension or Disconnection of Zamtel Mobile Money Account
   1. Zamtel may suspend (bar), restrict or terminate the provision of the Zamtel Mobile Money services (in whole or part) and/or close your Account without Informing you and without any liability whatsoever (although, Zamtel Mobile Money Limited will, where possible, try to inform you that such action is or may be taken) under the following circumstances:
      1. If Zamtel are aware or have reason to believe that your Mobile equipment or MSISDN/Zamtel Mobile Money PIN number used in relation to the Zamtel Mobile Money services is/are being used in an un-authorized, unlawful, improper or fraudulent manner or for criminal activities (or has been so used previously);
      2. If you do not comply with any of the conditions relating to the Zamtel Mobile Money services Including these conditions of use;
      3. If you notify Zamtel Mobile Money Limited that your Mobile Equipment has been lost or stolen or your Zamtel Mobile Money PIN has been lost or disclosed to any other party;
      4. If you do anything (or allow anything to be done) with your Mobile Equipment which Zamtel Mobile Money Limited think may damage or affect the operation or security of the Network or the Zamtel Mobile Money services;
      5. For reasons outside of our control;
      6. Where Zamtel Mobile Money Limited close your Account under Clause
   2. To access the Zamtel Mobile Money services, your SIM must be operational (“active”) at all times. If your SIM is inactive for a consecutive period of three (3) months your Zamtel Mobile Money SIM card may be deactivated by Zamtel and if the Zamtel Mobile Money account is inactive for 24 months, the account will be closed and any funds therein remitted to the Bank of Zambia in line with the Directives on E-money issuance.
   3. Zamtel Mobile Money Limited will also close your account upon receipt of your request to close your Account.
   4. Where the use of your Zamtel Mobile Money PIN has been suspended or disconnected or your Account is closed, any Credit balance in your Account will be repaid to you in cash upon your presenting of yourself at our Customer Care Centres. You will only be paid any Credit Balance in cash upon satisfactory evidence of your identity being produced. Any amount owed to you may be converted to airtime and credited into your Zamtel Airtime account on your request
   5. Zamtel will not be responsible to you for any direct, indirect, consequential, or special damages arising from any act or omission by Zamtel or any third party for whom Zamtel is responsible, whether arising in contract or statute if Zamtel closes or suspends your Account in terms of this Clause 5.
6. Tariffs
   1. All tariffs as published are payable for each transaction effected from the account. The Tariff Guide is available from ZAMTEL’s Customer Service Centres or www.zamtel.zm.
   2. Tariffs payable on each transaction will be deducted from the Zamtel Mobile Money Account on conclusion of each transaction and the new balance on conclusion of the transaction shall be notified to by SMS.
   3. All tariffs are subject to other applicable levies at the then normal rates.
   4. All charges payable by you in connection with the use of the Zamtel Mobile Money services may be debited from the Account
7. Transactions
   1. All transactions will be in Zambian Kwacha.
   2. All debit transactions from the Account will be effected by transfer instructions authorized with the Zamtel Mobile Money PIN which you select when you register, or by such other method Zamtel Mobile Money may prescribe from time to time.
   3. The Account will be credited when you purchase Zamtel Mobile Money by making payments or when Zamtel Mobile Money is transferred to the Zamtel Mobile Money Account from another Customer and all such amounts will be held in a Trust Account to the order.
   4. You may not effect any transactions from the Account in the event that you do not have sufficient Zamtel Mobile Money.
   5. Zamtel Mobile Money system will verify and confirm all transactions effected from the Account by SMS to you. The Zamtel Mobile Money System records will be taken as correct unless the contrary is proved.
   6. On being provided with a Zamtel Mobile Money Account, you will be able to effect the following transactions,
      1. A Credit transaction by making a payment in cash directly to an Agent in exchange for an equivalent amount of Zamtel Mobile Money to be credited into the Account. Upon a Credit transaction being made, the Zamtel Mobile Money System shall credit the Account accordingly.
      2. A Debit transaction by the exchange of Zamtel Mobile Money for cash at any Agent by sending a Transfer instruction to the Zamtel Mobile Money System and entering the Zamtel Mobile Money PIN on the USSD when requested to do so by MOBILE MONEY pursuant to which the Agent will pay the equivalent amount of cash to you; The transfer of the Zamtel Mobile Money to another Customer by sending transfer instructions to the Zamtel Mobile Money System for the account of such Custom, specifying the amount to be transferred.
      3. The purchase of Zamtel Mobile Money Prepaid Airtime by sending a recharge instruction to the Zamtel Mobile Money System and giving a transfer instruction for the corresponding amount of Zamtel Mobile Money to Zamtel Mobile Money as the designated payee;
      4. The purchase of Goods and/or Services from Authorized Retailers by Transfer Instructions via the Zamtel Mobile Money System of the amount to be transferred to the Authorized Retailer’s Account in settlement of the Goods and/or Services purchased;
      5. Upon any Credit transaction and Debit transaction being effected, the Zamtel Mobile Money System shall credit or debit the Account once the Sum is equally credited to, withdrawn, or transferred by you from the Account leg receiving and sending Zamtel Mobile Money.
   7. The Zamtel Mobile Money System will confirm every transaction made by way of SMS together with an updated balance of the Account.
   8. Any Debit transactions given using the Zamtel Mobile Money PIN will be charged to the Account. You acknowledge that unless, and until Zamtel Mobile Money receives notice from you that the Zamtel Mobile Money PIN is no longer secure and/or that the Mobile Equipment has been lost or stolen, Zamtel Mobile Money may rely on the use of the Zamtel Mobile Money PIN as conclusive evidence that a Debit transaction has been authorized by you. Even if it is actually made without the authority. Zamtel Mobile Money shall not require any written confirmation of any transaction instruction.
   9. Zamtel Mobile Money is unable to reverse or charge -back any Transfer instruction for any reason including the event of any dispute with any other Customer or an Authorized Retailer. You are responsible for resolving any disputes arising with any other Customer or an Authorized Retailer without recourse to Zamtel Mobile Money Limited.
   10. The Account may only be operated by the use of Agents/Retailers in ZAMBIA.
   11. Each transaction is identified by a unique reference number which is used to track and identify all transactions carried out on the Account A confirmation SMS will be sent to you with an updated balance of the Account after each transaction.
8. Money Transfer Reversal
   1. You must lodge a complaint of a wrong transfer within 30 days from the date of the incident. Careful investigation will be conducted to establish the claim as part of processing the reversal.
   2. Zamtel Mobile Money will endeavour to effect reversals of a wrong transfer within 3 working days but in any event not later than 21 working days from the date on which a request was made.
   3. Where the amount in question is fully available in the wallet as the time of receiving the complaint, Zamtel Mobile Money shall hold the funds for further investigations. Funds which have been partially withdrawn cannot be held.
   4. In the event where the amount is not in the wallet, you would be advised accordingly.
   5. Zamtel Mobile Money will take reasonable steps to contact the supposed wrong recipient, through calls and SMS, within 3 working days of receiving a reversal request.
   6. The wrong recipient must make reasonable efforts to respond to the calls and SMS during the three (3) days of contact.
   7. Zamtel Mobile Money will endeavour to perform the reversal after the three (3) working days without any feedback from the wrong recipient.
   8. Zamtel Mobile Money does not have any obligation to perform a reversal in the event of any dispute with a designated payee.
   9. Transaction notification will be sent to bother the sender and receiver upon completion of the reversal.
9. Support
   1. The company shall provide Customers with service support through any of the following means:
      1. Call Centre on 111 or 115
      2. Email:  DL-mobilemoneybackoffice@zamtel.co.zm Tell: 0211 333312
      3. Facebook page – ZAMTEL MOBILE MONEY
      4. All Zamtel Retail Shops and Centres
      5. Designated Agents Outlets
10. Recourse Mechanism
    1. ZAMTEL MOBILE MONEY

       Customers shall submit their complaints via the channels provided in 8.1 or 9 above for resolution. Where there is any stalemate or customer not happy with the feedback from the ZAMTEL MOBILE MONEY, the customer shall refer the matter to Bank of Zambia within 30 working days.

    2. Bank of Zambia

       The Bank of Zambia shall take up all referred unresolved complaints or disputed decisions by Zamtel Mobile Money and act as Arbitrator between the parties and give appropriate directives where required.

    3. Competition and Consumer Protection Commission “CCPC”

       Where a party is dissatisfied with the decisions of the bank of Zambia, the aggrieved party may seek redress with the CCPC for resolution.

11. Security and Unauthorized Use
    1. Only one Zamtel Mobile Money PIN number can be linked to the Account at any time.
    2. Only you may use the Mobile Phone and Zamtel Mobile Money PIN number.
    3. You are responsible for the safe-keeping and proper use of the Mobile Account, for keeping the Zamtel Mobile Money PIN and all transactions that take place on the Account using the PIN. Should you enter an incorrect PIN, after three invalid attempts, you will be locked out of the system for security purposes? To restore access to the account, you can select the self-PIN reset options on the USSD menu, or you can visit the nearest retail Shop or service Centre, or you can contact customer support on 111 or 115.
12. Variations

    Zamtel Mobile Money reserves the right to vary at any time and without prior notice to you, these terms and Conditions the Tariffs. Variations will be notified by way of advertisement in a daily newspaper, SMS or through website and or by using any other suitable means provided that you shall be deemed to have been notified of any such variations regardless that the same may not have actually come to the attention.

13. Statements
    1. You may obtain a balance enquiry from the Mobile Equipment and query any transactions effected using the Mobile Equipment and Zamtel Mobile Money PIN at the Customer Call Centre.
    2. Transaction Statements

       The Customer shall be able to receive a transaction statement upon provision of a written notice to Zamtel Mobile Money.

    3. Zamtel Mobile Money will close the Account on receiving a request from you.
14. System Failure

    We are not responsible for any loss arising from any failure, malfunction, or delay in mobile Network, mobile phones, or Internet resulting from circumstances beyond our reasonable control

15. Unclaimed Funds

    Any funds that remain unattended and/or unclaimed for a period of less than two (02) years can be claimed from the customer’s nearest retail outlet with the provision of the requisite documentation as shall be advised thereon. Any funds that remain unclaimed for a period equal to or longer than two (02) years shall be remitted to the Central Bank.

16. Miscellaneous

    The Services are not assignable to another person. No failure or delay by either Zamtel Mobile Money or the Customer in exercising any right or remedy hereunder shall operate as a waiver thereof, nor shall any single or partial exercise of any right or remedy prevent any further or other exercise thereof or the exercise of any other right or remedy.

17. FeesFees

    Transaction fees shall be varied from time to time and displayed on our website, service outlets and agent premises and shall be shown and automatically deducted from the Customer’s wallet as part of the transaction. After each successful transaction, the Customer will receive confirmation SMS with their new balance.

18. Balance

    Security and Unauthorized Use The Customer is responsible for keeping their PIN safe and private. Only one password can be linked to the Customer’s wallet at any one time.

Wallet Limits and Requirements.

NOTED: Unlimited E-Wallets subject to ECDD and other due diligence conditions

1. DEFINITIONS

   In this Agreement, the following terms shall have the following meanings:

   1. “Collections” means a virtual reflecting funds transferred into the Zamtel mobile money trust Account by the Client’s stakeholders using Zamtel Mobile Money Electronic Fund Transfer to pay Client’s bills.
   2. “Stakeholder” means any individual or institution who makes a financial contribution to The Client or Zamtel Mobile Money, Mobile Money stakeholders as the context so requires;
   3. “Merchant” any organization or individual that makes their goods or services available for purchase via the Mobile Money services.
   4. “Agent” means any person authorized by Zamtel Mobile Money to provide Mobile Money Agent Services specified herein;
   5. “Zamtel Mobile Money Agent Services” means the services and functions as are from time to time undertaken by Agents in connection with Zamtel Mobile Money Services;
   6. The Client stakeholder” means an Agent, Merchant, Bulk payment, and Supper agent operated service station of The Client;
   7. “Effective Date” means the date of commencement of the services or the date of execution of this Agreement by the Party last in signing;
   8. “Zamtel Mobile Money” means the integrated electronic based or network created by Zamtel Mobile Money through which the -Transactions shall be effected by way of Facilitated Transfers;
   9. “Facilitated Transfer” means the conversion of E-Value Mobile Money held in an E-Value Mobile Money into Real Money; initiated by instructions from the client and facilitated under the terms of this Agreement using Zamtel Mobile Money;
   10. “Force Majeure” in relation to either Zamtel Mobile Money or The Client, means any circumstances beyond the reasonable control of either party (including, without limitation, any strike, lock-out, labour dispute, embargoes, acts of God, inability to obtain labour or materials or reasonable substitutes for labour, governmental restrictions, governmental regulations, governmental controls, judicial orders, licenses, authorization, enemy or hostile governmental action, fire or other casualty, or other causes, except financial causes);
   11. “Intellectual Property Rights” means all industrial and intellectual property rights of The Client or Zamtel Mobile Money (as the context provides), whether registered or unregistered, including without limitation patents, trademarks and service marks whether registered or unregistered, registered designs, unregistered designs and copyrights and any applications for any of the foregoing in any part of the world, and the copyright in all drawings, plans, specifications, designs and computer software owned by The Client or Zamtel Mobile Money.
   12. “ZMML” means Zamtel Mobile Money Limited.
   13. “Know-How” means information (including that comprised in or derived from data disks, tapes, manuals, source codes, flowcharts, catalogues and instructions) relating to the respective businesses of the Parties including the services provided under this Agreement by or (as the context provide);
   14. “Party” or “Parties” shall, either where the context so permits refer to individually and/or collectively.
   15. “Payments” means Real Money deposited into the Bill for the purchase of an equivalent amount of E-Value Mobile Money;
   16. “PIN” means the 5-digit personal identification number that a stakeholder uses in connection with the Mobile Money Services and which the Mobile Money System or Mobile Money uses to verify such stakeholder’s identity;
   17. “Real Money” means Zambian Kwacha being the lawful currency of the Republic of Zambia;
   18. “SMS” means a short message service consisting of a text message transmitted from one MSISDN to another;
   19. “Registration Form” means the structured registration form to be completed by applicants for the Mobile Money Services and an E-Value setting out the registration particulars required and pursuant to which the terms of use in respect of the Mobile Money Services are accepted by the stakeholders.
   20. “ZMMW” means a Zamtel Mobile Money Wallet
   21. “Transactions” means transactions initiated by stakeholders via SMS through Zamtel Mobile Money Mobile Money.
   22. “E-Value” means a Customer’s Mobile Money being the record maintained by Zamtel Mobile Money on the Mobile Money System of the amount of E-Value held by such Customer.
   23. “E-Value” may also mean the electronic value recorded in an E-Value, such electronic value representing that E-Value holder’s entitlement to an equivalent amount of the Real Money.
   24. 24.“Customer” means a person who has successfully registered for the Mobile Money Services and in whose name an E-Value has been opened.
   25. “E-Value” means the E-Value opened in the name of and held by;
   26. “Fee” means the tariff or charge payable by a Customer for purpose of carrying out any Transactions;
   27. “Mobile Money Services” means the services provided by for the transfer of E-Value between E-Values on the basis of instructions given by SMS through Zamtel’s GSM Network and the Mobile Money System including the recording and confirming of all such transactions concluded and updating E-Value records.
   28. “Mobile Money System” or “Mobile Money” means the system operated by providing the Mobile Money Services through Zamtel Mobile Money’s GSM Network.
2. DURATION OF AGREEMENT
   1. This Agreement shall commence on the date of complete execution by both parties (the “Effective Date”) and shall remain in force for a period of two (2) years unless earlier terminated in accordance with the provisions hereof.
3. TRANSACTION PROCEDURES
   1. The Mobile Money Service will facilitate transfer of payments from The Client stakeholders by way of transactions initiated through the registered customer’s mobile phones.
   2. The payments will be remitted to a holding account on which the money will be transmitted to the Client’s Collections account in accordance with the Operating Procedures.
   3. Every transaction shall be carried out as required, through the Mobile Money in accordance with the Transaction Manual attached hereto as Annex 1. The Parties may by agreement evidenced in writing, amend the provisions of the Transaction Manual from time to time.
   4. Each transaction shall be subject to the maximum Regulatory transaction and holding limit as determined by the Central Bank, and the Partner Bank in which case the limit so imposed shall apply.
   5. The Client undertakes to ensure that the information posted through the system is accurate and up to date; however ZMML shall not be liable to The Client for any loss that The Client or its stakeholders may suffer in the event that such information is tampered with by The Client staff or such other third parties who may gain un-authorized access thereto or for any incorrect information provided by the customer PROVIDED THAT ZMML shall be liable for any loss that arises from Zamtel Mobile Money’s staff tampering with such information or gaining unauthorized access thereto, subject to conclusive evidence thereof and provided further that any such loss shall be limited to the actual value actually suffered by the Client due to such tampering and or unauthorized access.
4. ZAMTEL MOBILE MONEY’s OBLIGATIONS
   1. Zamtel Mobile Money shall without prejudice to the agreements, covenants and representations elsewhere in this Agreement, hereby agrees as follows:
   2. Shall inform the general public in a sufficiently prominent manner of the new bill collection system as provided herein.
   3. To provide the Collection Service and Mobile Money Services in accordance with the terms of this Agreement.
   4. To notify the Client of events that could have a material adverse effect on business and its ability to perform its obligations hereunder, within 3 (three) calendar days of the occurrence of such event or circumstances.
   5. To cooperate with the Client during the term of this Agreement in all matters relating to the transactions and the Mobile Money and to furnish the Client with such information and documentation in its possession that may from time reasonably request in order that ZMML may undertake any due diligence with respect to the Client stakeholders and to ensure legal compliance on the part of the Client. Such information and necessary documentation shall be provided to the Client within a reasonable time, not to exceed Fifteen (15) days from the date of receipt of the Client’ written request, subject to any confidentiality and restrictions in respect thereof.
   6. To comply in all material respects with all applicable local laws, ordinances, regulations and orders applicable to it, its business or the ownership of its assets, including, but not limited to anti-money laundering regulations and anti-terrorist financing regulations applicable to it.
5. THE CLIENT OBLIGATIONS
   1. The Client shall without prejudice to the agreements, covenants and representations elsewhere in this Agreement, the Client hereby agrees as follows:
      1. To notify of events that could have a material adverse effect on The Client’s business and its ability to perform its obligations hereunder, within 7 (seven) calendar days of the occurrence of such event or circumstances.
      2. To cooperate with Zamtel Mobile Money during the term of this Agreement in all matters relating to the Transactions and the MOBILE MONEY and to furnish with such information and documentation in its possession that may reasonably request in order to undertake any due diligence with respect to ZAMTEL MOBILE MONEY Customers and to ensure legal compliance on the part of the Client. Such information and necessary documentation shall be provided to ZMML within a reasonable time, not to exceed Fifteen (15) days from the date of receipt of Zamtel Mobile Money’s written request.
      3. To comply in all material respects with all applicable local laws ordinances, regulations and orders applicable to it, its business or the ownership of its assets, including, but not limited to anti-money laundering regulations and anti-terrorist financing regulations.
      4. To reverse any unauthorized or fraudulent transaction or any other transaction made with regard to the Bill and to keep accurate records of all transactions and all other transactions affecting the Bill including all instructions issued in respect of the Bill for a period of [ Seven (7)] years from the date of such transaction or instruction
      5. To comply with all lawful instructions issued by ZMML with respect to the operation of the Zamtel Mobile Money
6. USER REQUIREMENTS SPECIFICATION (URS)
   1. The partner shall be required to complete the User Requirements Specification template provided in annexure 5 as part of contract execution.
   2. The URS shall capture the details of the proposed product giving clear description of the customer journey, business and technical contacts with three level escalation Matrix, business case, access channels as well as all reporting requirements
7. CONFIDENTIALITY
   1. Unless prior written consent shall have been obtained, the Parties shall neither before during or after the currency of the Agreement or termination thereof, disclose or make available to any third party or use directly or indirectly any information and data obtained from each other in connection with the performance of this agreement to this effect.
   2. Each Party shall be liable for disclosure of information and data to any third party unless he can provide written evidence that:
      1. Such information and data were in the public domain prior to disclosure,
      2. Or such information and data has become part of the public domain through no fault of that Party,
      3. Or such information and data was given without restriction to that Party by a third party duly authorized or otherwise entitled to do so, and who did not receive the same in any way from the other Party,
      4. Or either Party has given its prior written consent.
   3. Although some portions of such information and data may be or become subject to one or more of the above exclusions, particular combinations thereof will not fall within these exclusions unless the combination itself falls therein.
   4. The above exclusions shall not apply to information of a specific nature disclosed to a Party for the performance of the AGREEMENT where information of a general nature relating to the same matter was already in the public domain or in a Party’s possession prior to such disclosure to the other Party.
   5. Parties furthermore undertake to limit access to such information and data to those of their employees reasonably requiring the same under this Agreement and not to use any of such data and information in anyway other than for the purpose aforesaid.
   6. If disclosure or availability of such information and data is required for the performance of the AGREEMENT and Party consents in writing to such disclosure, the other Party undertakes to ensure that the recipients of such information and data sign an undertaking of non-disclosure.
   7. Either Party, even when relieved of his obligation of confidentiality by the above exclusions, shall remain confidential the fact that information and data were supplied by the other Party for the performance of the AGREEMENT as well as any correlation, identity, similarity or relation between:
      1. The information and data acquired from each other,
         1. The information and data, which may become part of the public domain or received from a third party.
   8. The Parties shall take all necessary, appropriate steps to ensure that their respective employees, agents, representatives and sub-contractors adhere to and comply with the provisions of this sub-clause.
8. INTELLECTUAL PROPERTY RIGHTS
   1. The Parties hereby agree that all Intellectual Property Rights in the products offered are property of Zamtel Mobile Money.
   2. Each Party agrees that it shall not at any time, either during the term of this Agreement or after its expiration or termination, adopt, use or register whether as a trademark, service mark or trade name, or as a copyright or element of copyright symbol or combination which is identical or similar to any of the other Party’s.
   3. Intellectual Property Rights or those of its affiliates.
   4. Each Party agrees that it shall not use any words, symbols or combination as comprise the other Party’s Intellectual Property Rights, as part of its corporate name.
   5. Each Party agrees that it shall not utilize the Intellectual Property Rights of the other Party for any reason without the express written consent of the other Party.
9. LITERAL ENFORCEMENT OF CONFIDENTIALITY AND INTELLECTUAL PROPERTY RIGHTS
   1. Both Parties to this Agreement unequivocally agree that any damage caused to the other because of a breach of clause 9 is realistically incalculable, unquantifiable and incapable of being reckoned or compensated adequately in financial terms. By reason of the foregoing, if either Party (“the Claimant”) to this Agreement seeks a decree of literal enforcement in respect of any breach by the other of any obligation arising under or in connection with clause 9 of this Agreement, damages (whether at coon law or in equity) are agreed to be an inadequate remedy to compensate the Claimant for the said breach.
   2. For the purposes of this clause, a decree of literal enforcement shall mean any order for specific performance, specific delivery, injunction or equivalent relief.
   3. Nothing in this clause shall by itself increase the damages which would otherwise be payable by the other Party to the Claimant in the event of a breach of this Agreement by the other Party.
10. EXCLUSION OF PARTNERSHIP
    1. Nothing in this Agreement shall constitute or be deemed to constitute partnership or agency between the parties.
11. SUBCONTRACTING/EXCLUSION OF ASSIGNMENT
    1. Neither ZAMTEL MOBILE MONEY LIMITED nor the Client shall, without the written consent from the other, assign any of its rights or obligations under this Agreement nor subcontract its obligations hereunder in total or in part.
12. INDEMNITY
    1. Without prejudice to any other indemnity contained herein, and to the extent permitted by law, The Client agrees to indemnify, defend, release and hold harmless and their respective affiliates, directors, officers, employees, agents, and owners, individually and collectively, from and against any damage, loss, or liability, including without limitation legal fees and court costs, which result, directly or indirectly, from the Client’s negligence, misconduct and/or failure to fulfil any of its obligations hereunder.
    2. Nothing contained in this Agreement shall be deemed to relieve The Client of any duty that may be imposed by applicable laws.
    3. Nothing contained in this agreement shall be deemed to relieve either Party of any duty that may be imposed by applicable laws.
13. THE CLIENT EXCLUSION OF LIABILITY
    1. The Client shall not be liable to any Customer for any loss (as hereafter defined), and Zamtel Mobile Money shall indemnify and keep The Client indemnified against any such claim should any transaction fail to be effected for the following reasons:
       1. The Customer having not properly registered (where registration is required) or been authorized or cleared to use the Mobile Money Services by or authorization for such use has been withdrawn or suspended.
       2. The amount of the Transaction requested by the Customer is outside the maximum limits allowed by the Central Bank;
       3. The Customer has entered an incorrect PIN or user ID (if required) or has not provided the relevant authentication required by the MOBILE MONEY from time to time in connection with the Transactions.
       4. ZMML has suspended or barred the Customer from using the Mobile Money Services for any reason whatsoever.
       5. The Customer has exceeded any daily, monthly or annual limits specified with respect to the number or value of the Transactions permitted
       6. If in the opinion of The Client, the Transaction requested by the Customer is suspected to be fraudulent.
    2. The Client shall not be liable to any Customer or for any loss, or liability, including without limitation reasonable legal’ fees and court costs as a result of any loss suffered by or a Customer as a result of;
       1. Defects, problems, or failures of any Transaction caused by failure to abide by its obligations to The Client and/or the Customer.
       2. Defects, problems, or failures of any Transaction caused by an event of Force Majeure.
       3. Any Transaction being effected with a Customer’s lost or stolen PIN which loss or theft was not notified to Zamtel Mobile Money as required; or
       4. Customer’s failure to perform his/her obligations under the terms and conditions of use relating to the Mobile Money Services;
14. EXCLUSION OF LIABILITY
    1. Zamtel Mobile Money shall not be liable to any Client /Customer for any Loss as herein after defined, and The Client shall indemnify and keep indemnified Zamtel Mobile Money Limited against any Loss suffered by or a Customer because of:
    2. Any Transaction failing to be effected because of –
       1. A Customer having not properly registered (where registration is required) or been authorized or cleared to use the Mobile Money Services or authorization for such use has been withdrawn or suspended.
       2. The amount of the Transaction requested by Customer is outside the maximum limits specified for such Transaction.
       3. A Customer has entered an incorrect PIN or user ID (if required) or has not provided the relevant authentication required by the Mobile Money from time to time in connection with the Transactions.
       4. Has suspended or barred a Customer from using the Mobile Money Services for any reason whatsoever;
       5. Customer has exceeded any daily, monthly or annual limits specified with respect to the number or value of the Transactions permitted
       6. If in the opinion of, the Transaction requested by Customer is suspected to be fraudulent.
       7. The failure of the Zamtel Mobile Money, Zamtel Network, the Mobile Money System’s Electronic Fund Transfer (EFT) or the Mobile Money for whatever reason other than by reason of an act of default on the part of;
       8. Defects, problems, or failures of any Transaction caused by The Client failure to abide by its obligations to and/or Customer;
       9. Defects, problems, or failures of any Transaction caused by an event of Force Majeure;
       10. Any Transaction being affected with a Customer’s lost or stolen PIN which loss or theft was not notified to as required;
       11. A Customer’s failure to perform his/her obligations under the terms and conditions of use relating to the Mobile Money Services and/or any agreement or mandate entered into between the Customer and relating to the carrying out of the Transactions; and
       12. Where Customer has not given an appropriate mandate and/or authorizations to with respect to the carrying out of any Transactions
       13. For the purposes of “Loss” this shall be taken to include but not be limited to:
           1. Any direct, indirect or incidental or consequential loss including but not limited to losses of operation, loss of profit or loss of use
           2. Any costs and expenses, damage, loss, or liability, including without limitation reasonable legal’ fees and court costs and any costs and expenses incurred in defending or pursuing any claim action or demand
       14. Zamtel Mobile Money shall not be liable to any of the Client/ Customer or the Client for any Loss (as here before defined), and shall indemnify and keep indemnified against any damage, loss, or liability, including without limitation reasonable legal’ fees and court costs as a result of any Loss suffered by The Client or the Client Customer as a result of;
           1. defects, problems, or failures of any Transaction caused by The Client failure to abide by its obligations to The Client and/or the Client Customer;
           2. defects, problems, or failures of any Transaction caused by an event of Force Majeure;
           3. any Transaction being effected with a The Client Customer’s lost or stolen PIN which loss or theft was not notified to The Client as required;
           4. A Customer’s failure to perform his/her obligations under the terms and conditions of use relating to the Mobile Money Services.
15. TERMINATION
    1. Either Party may terminate this Agreement for any reasons by giving the other Party Thirty (30) days written notice to that effect (“the Notice Period”).
    2. Upon receipt of notice of termination of this Agreement by either Party pursuant to clause 16.1:
       1. the Parties shall effect any pending Transactions, instructions for which were received through the Mobile Money before the date of receipt of such notice, and shall immediately thereafter cease to undertake any further Transaction through the Mobile Money unless otherwise agreed by the Parties;
       2. Either Party may terminate this Agreement immediately at any time, upon written notice to the other Party to that effect in the following circumstances:
       3. In the event that either Party is declared or acknowledges that it is insolvent or otherwise unable to pay its debts as they become due or upon the filing of any proceeding (whether voluntary or involuntary) for bankruptcy, insolvency or relief from creditors; or an applicable regulatory or law enforcement authority initiates a regulatory or enforcement action or investigation against either Party which, in the reasonable judgment of the other Party will materially impair the operation of the Mobile Money Services and the Transactions contemplated herein, the expected economic value of this Agreement, or the business reputation of either Party or if.
       4. Either Party commits a material breach of this Agreement and (in the case of a remediable breach) fails to remedy the breach within thirty days of receipt of the terminating Party’s written notice to do so or
       5. There is a change of control of Fifty-one percent (51%) shareholding of either Party to which the other Party reasonably objects;

1. AGENTS’/MERCHANTS’ CODE

   This code is intended to raise and maintain ethical awareness and to act as a guide to the Agent/Merchant in all facets of daily business transactions.

   Agent here means a natural or legal person that provides agency services to customers on behalf of Zamtel Mobile Money under an agency agreement where agency agreement is the contractual arrangement between Zamtel Mobile Money and the agent.

   Merchant here refers to a commercial establishment where customers are able to pay for goods and services using Zamtel Mobile Money e-money services.

   Customer here refers to a person who has opened an e-money with Zamtel Mobile Money for conducting e-money services and for cash in and cash out transactions.

   In view of this, the following shall guide the Agent /Merchant’s conduct throughout the period of the Agent’s/Merchant’s engagement with Zamtel Mobile Money:

   1. The Agent/merchant shall not carry out any transaction with any Customer without receiving and checking required customer identification document, as outlined in the Mobile Money contracts, AML Policy, ZICTA regulations and BOZ Directives. The Agent/Merchant shall decline to perform the transaction if he or she is not satisfied with the proof of the Customer’s identity.
   2. As a guide, the merchant/agent presented with an identification document shall ensure that the identification document should be readable, valid and authentic.
   1. The agent/merchant must ensure that he/she renders courteous and expeditious service to customers who visit his/her outlet for Mobile Money services
   2. The Agent/merchant shall ensure that each transaction is recorded in the log/transaction book upon successful completion of a transaction. In the light of MoMo fraud, agent/ merchant would be investigated, and involved in fraud would be blocked; agent deregisters and reported to Law Enforcement Agencies (LEAs).
   3. The Agent/merchant shall charge only approved fees by Zamtel Mobile Money as set out in the Agent fees and Commission Table. Any agent that charges unapproved fees will have his agent number blocked and risks being deregistered.
   4. The Agent/merchant shall ensure that all price posters and any other materials provided by Zamtel Mobile Money are well displayed, visible and clearly communicated to all customers.
   5. Zamtel Mobile Money has a zero tolerance for bribery and corruption. An agent taking money or conniving with fraudsters to provide transaction details to fraudsters to be used to defraud customers is tantamount to collusion, bribery and corruption. Agents involved in collusion, bribery and corruption will have their agent numbers blocked and risk being deregistered and reported to LEAs. Zamtel Mobile Money therefore enjoins each agent/merchant to ensure compliance with this policy.
   6. Under the Zero Tolerance for Bribery and Corruption Policy, Zamtel Mobile Money Limited enjoins all Mobile Money agents/merchants to report to Zamtel Mobile Money Limited any knowledge, awareness or suspicion of improper and unethical conduct by an agent/merchant, customer, staff of Zamtel Mobile Money or any other third party that breaches Zamtel Mobile Money Anti bribery and anti-corruption policy.
   7. The agent/merchant shall report all suspected cases of Money Laundering (ML) or fraud, relating to customers or other agents/merchants or third parties having dealings with Zamtel Mobile Money to the partner bank or Zamtel Mobile Money designated representatives. Partner bank refers to a bank regulated by Bank of Zambia in partnership with Zamtel Mobile Money Limited to carry out e-money services.
   8. The Agent/Merchant shall at all times comply with the rules of this Code and the procedures specified in the Zamtel Mobile Money contract and manual, as updated from time to time and shall continue to be bound by clauses 1.6, 1.8 and 1.10 herein even after he/ she ceases to be a merchant/agent of Zamtel Mobile Money Limited.
   9. The Agent agrees to hold in confidence all information, documentation, data, subscriber information and know-how disclosed, and shall not disclose to any third party or use confidential information other than in connection with the performance of duties and obligations in line with this document, the agency/merchant contract or any part thereof without the written approval of authorized personnel of Zamtel Mobile Money, as the case may be.
   10. The Agent shall maintain float in line with existing Retail policies and guidelines (which may change from time to time but will be communicated formally) at all times.
2. SANCTIONS TO APPLY FOR BREACH OF THE ABOVE RULES AND GUIDELINES

   Zamtel Mobile Money Limited shall sanction agents/merchants where sanctions include blocking all accesses that enable agent/merchant to undertake e-money services; or

   1. Sanctions shall apply if agents/merchants breach sections 1.4 and 1.9, of the code.
   2. Zamtel Mobile Money shall sanction any agent/merchant if found to be embarking on the following:
      1. If the agent/merchant acts in a manner that may bring the image of the service under disrepute including Overcharging customers, conducting false or Misleading transactions and/or registrations and other fraudulent activities.
      2. If the Agent/merchant is in breach of the ethical code of conduct, the agency/merchant contract terms or any applicable law or regulation; and/or
      3. In circumstances where the gent/Merchant is guilty of inappropriate conduct or for any other reason that, in the sole discretion of Zamtel Mobile Money the Agent/Merchant’s conduct is inappropriate, or as may be directed by any applicable Regulatory Authority
   3. In the event of such misconduct, the following conditions shall apply:
      1. The Agent/merchant shall no longer hold himself/herself out as an agent of Zamtel Mobile Money and shall immediately cease providing Mobile Money Services. Agent’s sim will be blocked, agent will be deregistered, and Police will be notified where applicable.
      2. The Agent/merchant shall immediately return all logistics and tools of trade provided (kiosk, sim card, transaction booklets and registration phones to the Zamtel Mobile Money.
      3. The Agent/merchant agreement with Zamtel Mobile Money shall be terminated within 90 days (3months) of dormancy without any transaction.
      4. Agent/merchant will only be entitled to receive commissions earned legitimately, all commissions determined to be earned from fraudulent or improper conduct will not be paid out to the agent.
      5. Agent/merchant shall have no claim against Zamtel Mobile Money as compensation for loss of distribution or other rights, loss of goodwill or any similar loss.