Terms & Conditions

MTN Group

These MTN Fintech API terms and conditions (the "Terms") and applicable local terms and conditions (the "Local Terms") govern our licence to you of the MTN Fintech API and your use of the MTN Fintech Materials. These Terms constitute a binding contract between you ("you" or "your") and MTN Fintech ("MTN Fintech" as defined below, "we", "our"). By accessing or using the MTN Fintech API and / or any MTN Fintech Materials, you: (a) acknowledge that you have read and understand these Terms, (b) represent and warrant that you have the required legal age, right, power, and authority to enter into these Terms, and (c) accept these Terms and agree that you are legally bound by them. If you are using the MTN Fintech API and / or the MTN Fintech Materials on behalf of another person, you represent and warrant that you have the authority to bind that person to these Terms, and in such event, all references to "you" and "your" in these Terms include a reference to that person. If you do not accept these Terms, you may not use the MTN Fintech API and / or the MTN Fintech Materials. If there is a conflict between these Terms and Local Terms, the applicable Local Terms will prevail only to the extent they provide for mandatory local law requirements.

1. Definitions

In these Terms, the capitalised terms below will have the following meanings:

API Documentation - means any information provided or made available by MTN Fintech from time to time on or through the Developer Site, concerning the use of, or for use in connection with, the MTN Fintech API;

Applicable Laws - means, with respect to any person, any and all (a) laws, ordinances, or regulations, (b) codes, standards, rules, requirements, orders and criteria issued under any laws, ordinances or regulations, (c) rules of any securities exchange or equivalent and (d) any and all judgments, orders, writs, directives, authorisations, rulings, decisions, injunctions, decrees, assessments, settlement agreements, or awards of any governmental authority, in each case applicable to such person or its business or properties;

Applications - means any software applications developed by you through the use of the MTN Fintech API;

Branding Requirements - has the meaning given to it under Clause 5.1;

Clause - means a clause of these Terms;

Confidential Information - means all information which, in relation to or in connection with these Terms, is disclosed before or after the date of these Terms by MTN Fintech to you in any form (whether orally or in writing or by another means and whether directly or indirectly), and which would appear to a reasonable person to be of a confidential nature or is expressly stated to be confidential or proprietary, including all information relating to MTN Fintech's products, services, technology, business plans, operations and processes, customers, suppliers, personnel, costs, prices, opportunities and developments, know-how, trade secrets, inventions, algorithms, software programs, schematics, works protected by intellectual property rights, and any other business affairs;

Data - means any data and content uploaded, posted, transmitted or otherwise made available by you via the MTN Fintech API and / or the MTN Fintech Services, including but not limited to messages, files, comments, profile information

Developer Site - means MTN Fintech's developer site available at https://momodeveloper.mtn.com/;

Intellectual Property Rights - means any and all intellectual or industrial property rights anywhere in the world, including patent rights and patent applications, model rights, rights in layout-designs (topographies) of integrated circuits, rights to trade secrets and know-how, design rights, copyrights, author's rights, neighbouring rights, database rights or other rights in compilations of data, trademark rights, rights in trade names and internet domain names, and any and all rights of a similar nature, either (i) now known, contemplated or unforeseen, (ii) having a statutory basis or existing under equity, common law or otherwise, (iii) registered or unregistered, and (iv) all applications for any of such rights, as well as rights to apply for any such intellectual or industrial property rights (including renewals and extensions), anywhere in the world;

MTN Fintech - means the operational affiliates of MTN Group Fintech Proprietary Limited as well as all other operational entities which directly or indirectly (whether through one or more intermediaries or otherwise) control, or are controlled by, or are under common control with, MTN Group Fintech Proprietary Limited or MTN Group Limited;

MTN Fintech API - means the publicly available application programming interface that is published by MTN Fintech and licensed to you under these Terms (including, as the case may be, any future updated or otherwise modified versions provided by MTN Fintech to you, in its sole discretion);

MTN Fintech As a Service API Capabilities - means the additional API capabilities that may be proposed by an MTN Fintech entity in combination with existing API capabilities. The technical descriptions, functionalities and relevant pricing of such additional API capabilities (as they may evolve over time) are available at https://momodeveloper.mtn.com

MTN Fintech Materials - means collectively the MTN Fintech API, the API Documentation, the MTN Fintech Services, the MTN Fintech As a Service API Capabilities and any elements made available by MTN Fintech over the Developer Site;

MTN Fintech Personal Data - has the meaning given to it under Clause 13.1;

MTN Fintech Services - means any services that may be provided to you by an MTN Fintech entity pursuant to Local Terms and as defined under the same;

MTN Fintech Systems - means the servers, applications, databases, and any other computer hardware, software, networks and network equipment used by or on behalf of MTN Fintech to provide the MTN Fintech API;

Your Systems - means your servers, applications, databases, and any other computer hardware, software, networks and network equipment involved in your use of the MTN Fintech Materials;

MTN Fintech Trademarks - means any trade names, wording, insignia, symbols, logos that MTN Fintech makes available to you.

2. MTN Fintech API Authorisation of Use

2.1 Subject to and conditioned on your compliance with all terms and conditions set forth in these Terms, we hereby authorise you to use the MTN Fintech API and the API Documentation for the duration of the Terms solely for the purpose of your internal development of Applications. Such right of use is granted to you on a non-exclusive basis and MTN Fintech may engage with any third parties to carry out identical or similar activities as those carried out by you when using the MTN Fintech API.

2.2 Without prejudice to Clause 2.1 above, you shall not sell, rent, lease, lend, license, sublicense, assign, distribute, publish, transfer, or otherwise exploit in any way whatsoever the MTN Fintech API and / or the API Documentation

3. MTN Fintech API Authorisation of Use

3.1 Unless expressly provided for in the applicable Local Terms, MTN Fintech does not provide and shall not be obligated to provide any support for the MTN Fintech API. Nothing herein shall be construed to require MTN Fintech to provide support services, updates, upgrades, bug fixes or modifications to the MTN Fintech API.

4. Ownership

4.1 All Intellectual Property Rights belonging to a party prior to the entry into force of these Terms shall remain vested into that party.

4.2 You acknowledge and agree that MTN Fintech owns all right, title and interest (including all Intellectual Property Rights) in and to the MTN Fintech Materials.

4.3 Except as expressly provided pursuant to these Terms, MTN Fintech grants no Intellectual Property Rights or licence under said Terms in or to any of the MTN Fintech Materials. All Intellectual Property Rights and licences not expressly granted in these Terms are hereby reserved by MTN Fintech.

4.4 You acknowledge and agree that MTN Fintech may develop and freely exploit products or services that may be similar to the Applications.

5. MTN Fintech Trademark Use

5.1 During your onboarding process, you will be requested to specify your intent to use MTN Fintech Trademarks or we may further direct you to use such MTN Fintech Trademarks as part of the integration of the MTN Fintech API in your Applications. In such circumstances, (i) you will be put in contact with the relevant MTN Fintech local brand team which will make our branding requirements (the "Branding Requirements") available to you and (ii) we will grant you a non-exclusive, revocable and non-transferable right to use the MTN Fintech Trademarks, subject to compliance with aforementioned Branding Requirements. Such Branding Requirements are determined by MTN Fintech and may be modified at any time by the same, at its sole discretion.

5.2 Prior to entry into production or commercial launch of your Application displaying MTN Fintech Trademarks, you will submit to the relevant MTN Fintech entity the concerned project of MTN Fintech Trademarks display for prior written approval, based on the assessment of your compliance with the Branding Requirements. We will inform you whether your project of MTN Fintech Trademarks display has been approved or rejected. In case of rejection, subject to the relevant project timeline and other considerations relating to your integration of the MTN Fintech API in your Applications, we will allow you to submit a revised project for approval within specific timeframes. Granting approval will be at our sole discretion. In order to submit your approval request, please use the contact details provided under Clause 17.9 below.

5.3 You will not display the MTN Fintech Trademarks in any way that (i) violates Applicable Law or (ii) that is misleading and / or implies that your Application is approved by MTN Fintech. If you are planning any communications (e.g., press release, advertising of any kind on any media whatsoever), you will also submit the relevant content to MTN Fintech for prior written approval.

6. Open Source Components

Some of the software required by or included in MTN Fintech API may include open-source components (the "Open Source Components"). Your use of such Open Source Components is governed by the terms of the applicable open source software licenses.

7. Obligations and Restrictions

7.1 Registration - Credentials

7.1.1 In order to access certain functionalities of the Developer Site, such as the testing of your Application in the Developer Site sandbox, you will be required to register to said Developer Site, through provision of certain information (e.g., email address, password). In such context, you undertake to always provide MTN Fintech with accurate information and ensure all information is up to date. In this respect, you undertake to inform us of any necessary updates to the information you provided us with, without delay. MTN Fintech will process your personal data in accordance with its privacy notice.
7.1.2 Following successful testing of your Application in the Developer Site sandbox, you will be able to request your live MTN Fintech API credentials.
7.1.3 You shall only use and access MTN Fintech API by the means described in the relevant API Documentation. If MTN Fintech assigns you developer credentials, including but not limited to live MTN Fintech API credentials, you shall (a) use them with the relevant MTN Fintech APIs, (b) not share them with any third party, and (c) keep them and all log-in information secure. You will not misrepresent, cloak or conceal your identity or that of your Applications when using the MTN Fintech API or developer accounts. We may revoke your developer credentials with immediate effect and without notice at any time and for any reason.

7.2 User Restrictions

7.2.1 In using the MTN Fintech Materials and in handling Data, you shall comply with Applicable Law, the API Documentation and all instructions and requirements that may be posted on the Developer Site or notified to you by or on behalf of MTN Fintech from time to time. You shall not violate any third-party rights, including third-party Intellectual Property Rights. You shall not encourage or promote illegal activity or violation of third-party rights. Although we are under no obligation to monitor your Data, your Application and use of the MTN Fintech Materials, we may do so and may immediately terminate and/or suspend your use of any MTN Fintech Materials, if we (i) consider that you have breached these Terms and / or (ii) are required to do so by a third-party which has rights on the MTN Fintech API.
7.2.2 You shall require your end-customers to comply with (and not knowingly enable them to violate) Applicable Law, instructions and requirements mentioned above and the Terms.
7.2.3 When accessing or using MTN Fintech Materials, you shall not (and you will not permit any person, including your end-customers, to):
a) access or use any information beyond what MTN Fintech allows under the API Documentation and / or the Developer Site;
b) change the MTN Fintech Services;
c) disrupt or deteriorate the performance of the MTN Fintech API, the MTN Fintech Services and / or the MTN Fintech Systems;
d) break or circumvent any MTN Fintech's technical, administrative, procedural or security measures;
e) test or exploit vulnerabilities of MTN Fintech Systems;
f) publish the results of any benchmark tests run on the MTN Fintech API without prior written permission from MTN Fintech;
g) transmit any viruses, worms, trojan horses or other computer programming that may damage or interfere with the MTN Fintech API, the MTN Fintech Services and / or the MTN Fintech Systems;
h) reverse engineer, disassemble, decompile, decode, modify, alter, adapt, reproduce, display or otherwise attempt to derive or gain access to any trade secrets, know-how, software component and source code of the MTN Fintech API, in whole or in part;
i) copy, modify, or create derivative works of the MTN Fintech API, in whole or in part;
j) combine or integrate the MTN Fintech API with any software, technology, services, or materials not authorized by MTN Fintech;
k) remove any proprietary notices from the MTN Fintech API;
l) replicate or compete with core products or services offered by MTN Fintech or any of its group companies in relation to money management over mobile devices;
m) use the MTN Fintech API in any of your Applications to replicate or attempt to replace the user experience of the MTN Fintech Systems;
n) make any statement regarding your use of MTN Fintech API, which may suggest partnership with, sponsorship or endorsement by MTN Fintech, without MTN Fintech's prior written approval.
7.2.4 In addition to the above, MTN Fintech sets and enforces limits on your use of the MTN Fintech API (including by limiting the number of MTN Fintech API requests that you may make), in MTN Fintech’s sole discretion. You agree to, and will not attempt to circumvent, such limitations. In the event the MTN Fintech API limits affect your end-customers, please contact MTN Fintech for further assistance, using the contact details set out under Clause 17.9. MTN Fintech may condition such assistance on your agreement to additional terms and/or charges.
7.2.5 Your Systems must be properly protected by appropriate technical, organisational and contractual security measures consistent with industry standards and technology best practices. You undertake to carry out regular checks to ensure that these measures continue to provide an appropriate level of security. You must promptly report any security deficiencies in, or intrusions to, Your Systems that you discover (or are reported publicly or to you) to MTN Fintech by using the contact details provided under Clause 17.9 below, if such intrusions could reasonably be expected to affect the MTN Fintech API and / or the MTN Fintech Systems in any way. Notwithstanding your indemnification obligations set out in Clause 10, you shall indemnify MTN Fintech and its subsidiaries, affiliates (and our and their respective officers, agents, employees, directors, shareholders and suppliers) for any damage claims against MTN Fintech related to security deficiencies and / or intrusions to Your Systems.
7.2.6 In our sole discretion, we may, at any time, limit your Application's access to the MTN Fintech API if it is likely to negatively impact our services or our operation of the MTN Fintech Systems.

8. Disclaimer of Warranties

The MTN Fintech API, the API Documentation, MTN Fintech Materials, the MTN Fintech Services and all related components and information are provided on an “as is” and “as available” basis without any warranties of any kind, and MTN Fintech expressly disclaims any and all warranties, whether express or implied, including, but not limited to, the implied warranties of merchantability, title, fitness for a particular purpose, and non-infringement. You acknowledge that MTN Fintech neither (i) warrants that the MTN Fintech API will be uninterrupted, secure, error-free or virus-free, nor (ii) makes any warranty as to the results that may be obtained from use of the MTN Fintech API, the API Documentation, MTN Fintech Materials and / or the MTN Fintech Services and no information, advice or services obtained by you from MTN Fintech or through the Developer Site shall create any warranty not expressly stated in these Terms. MTN Fintech does not warrant, endorse, guarantee, or assume responsibility for (i) any third-party software or other third-party products and services, (ii) the accuracy, completeness, or reliability of the transaction information and of information provided over the Developer Website (including personal and non-personal data) by third parties, including the end-customer, or (iii) delayed transactions or other operations carried out on the Developer Website. The foregoing disclaimer shall apply to the fullest extent permitted by Applicable Law.

9. Limitation of Liability

9.1 Under no circumstances and under no legal theory (whether based on contract, tort, negligence, strict liability, or any other basis) shall MTN Fintech be liable to you or any third party for (a) any indirect, incidental, special, exemplary, consequential or punitive damages of any kind arising out of these Terms, including loss of profits, loss of revenues, loss of anticipated savings, loss of business opportunities, loss or corruption of data, computer failure or malfunction, business interruption, reputational damages and (b) any matters beyond MTN Fintech 's reasonable control.

9.2 You shall be solely responsible for your use of the MTN Fintech Materials, your Applications and relationships with your end-customers. MTN Fintech assumes no responsibility or liability related thereto. As per Clause 7.1 above, you undertake to keep secure all developer credentials, including but not limited to live MTN Fintech API credentials, that MTN may provide you with and you shall be solely responsible for any losses and damages related thereto, fraudulent access or other unauthorised use of such developer credentials.

9.3 Nothing in these Terms shall limit or exclude the liability of either Party for death or personal injury caused by its negligence; its fraud or fraudulent misrepresentation; or any liability which cannot be excluded or limited by Applicable Law.

10. Indemnification

You will defend, hold harmless and indemnify MTN Fintech and its subsidiaries, affiliates (and our and their respective officers, agents, employees, directors, shareholders and suppliers) from any claims or actions brought by a third party (including but not limited to a person, a company and / or an authority), including all damages, liabilities, fines, costs and expenses, including reasonable attorneys’ fees, to the extent resulting from, alleged to have resulted from, or in connection with: (a) your breach of your obligations herein; (b) your violation of any Intellectual Property Rights; (c) your violation of any obligations relating to your processing of personal data requirements (including but not limited to as set out in these Terms and applicable personal data protection legislation); (d) your Applications; and (e) your and / or your end-customers' use of any of the MTN Fintech Materials.

11. Limitation of Liability

11.1 You will provide us access to your Application (and/or other materials relating to your use of the MTN Fintech API and/or the MTN Fintech Materials) when requested by us to verify your compliance with these Terms.

11.2 You also agree to assist us in verifying your compliance with these Terms by providing us with information about your Application, which may include access to your Application and other materials relating to your use of the MTN Fintech API. Without prejudice to the conduct of any legal claims, if you do not demonstrate full compliance with these Terms, notably if you restrict in any way the exercise of our audit rights set out in the present Clause or if you fail to comply with audit requirements, as determined in our sole discretion, we may immediately restrict or terminate your access to the MTN Fintech API.

12. Confidentiality

12.1 If you receive any Confidential Information of MTN Fintech, you shall use such information only for the purposes of, and in accordance with, these Terms. You shall take all reasonable measures to protect the Confidential Information against unauthorised disclosure to, or access by, third parties.

12.2 You shall not disclose MTN Fintech 's Confidential Information to any third party without MTN Fintech 's prior written consent except:

a) for communication to your directors, employees, agents, and professional advisors (if applicable) insofar as they need to know the same for the purpose of performing these Terms and provided that they are subject to confidentiality restrictions which are no less restrictive than those under this Clause 12 and provided that you assume all liability and responsibility for their acts and omissions in using such Confidential Information; or
b) when compelled to do so under applicable law provided that such disclosure shall, to the extent permitted by applicable law, be made after consultation with MTN Fintech and after taking into account MTN Fintech's reasonable requirements as to the timing, contents and manner of disclosure.

13. Data Protection

For the needs of this Clause 13:

“controller” means a natural or legal person which determines the purposes and means of the processing of personal data;

“data subject” means a natural or legal person which determines the purposes and means of the processing of personal data;

“personal data” means any information relating to a data subject;

“personal data breach” means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorised disclosure of, or access to, personal data transmitted, stored or otherwise accessed;

“processing” means any operation which is performed on personal data, whether or not by automated means, including but limited to collection, recording, organisation, structuring, storage, adaptation, disclosure, erasure or destruction.

a) process personal data in accordance with these Terms and applicable personal data protection legislation;
b) ensure that personal data processed are relevant, adequate, and limited to what is necessary in relation to the purpose for which they are processed;
c) provide data subjects with any information required under applicable personal data protection legislation, including through privacy notices;
d) implement appropriate technical and organizational measures to protect personal data against personal data breaches;
e) notify us of any personal data breaches without undue delay after becoming aware of such breach. This notification shall include information on (i) the nature of the personal data breach, including where possible, the categories and approximate number of data subjects concerned and the categories and approximate number of personal data records concerned, (ii) the likely consequences of the personal data breach and (iii) the measures taken or proposed to be taken to address the personal data breach. You will inform us in advance of any intended notification to authorities and data subjects concerned by the personal data breach. Without prejudice to the above, you will remain free to proceed with any notification and / or communication requirements under applicable personal data protection legislation, as you deem appropriate;
f) inform us of any data subject requests you receive and in no event respond directly to any such requests where they relate to the MTN Fintech Personal Data; and
g) inform us, without delay, of any investigation, written notice, procedure from any authorities.

14. Terms and Termination

14.1 The term of these Terms commences when you access the MTN Fintech API and will, unless terminated earlier in accordance with these Terms, continue in effect for as long as you use the MTN Fintech API.

14.2 You may terminate these Terms at any time by ceasing your access to and use of the MTN Fintech API.

14.3 In addition to the termination rights provided in Clauses 7.2.1 and 11.2, we may, without prejudice to our other rights and remedies and without incurring liability towards you, terminate these Terms without court intervention with immediate effect and without notice at any time and for any reason.

14.4 In addition to the termination rights provided in Clauses 7.2.1 and 11.2, we may, without prejudice to our other rights and remedies and without incurring liability towards you, terminate these Terms without court intervention with immediate effect and without notice at any time and for any reason.

a) your access to the MTN Fintech Materials will immediately terminate; and
b) all licenses and rights granted to you under these Terms will terminate and you must cease using the MTN Fintech Materials, and permanently erase from all devices and systems you directly or indirectly control all copies of any of our Confidential Information and any other information or documentation provided to you by MTN Fintech under these Terms, as well as, unless we agree otherwise in writing or as stated in these Terms, all Data and other information that you may have stored pursuant to your use of the MTN Fintech Materials. MTN Fintech may request you to certify in writing your compliance with this Clause 14.4.2.

14.5 Any provisions of these Terms that by their nature or wording are intended to continue beyond the termination or expiration of these Terms will survive termination or expiry, including but not limited to Clause 4 (Ownership), Clause 8 (Disclaimer of warranties), Clause 9 (Limitation of Liability), Clause 10 (Indemnification), Clause 12 (Confidentiality), Clause 13 (Data Protection), Clause 15 (Modifications), Clause 16 (Governing Law and Jurisdictions) and Clause 17 (Miscellaneous).

15. Modifications

You acknowledge and agree that we have the right, in our sole discretion, to modify these Terms from time to time. We may post notice of modifications to the Terms on the Developer Site. You will be responsible for reviewing and becoming familiar with any such modifications. If you do not agree to the change, you must discontinue your use of the MTN Fintech Materials. Your continued use of any of the MTN Fintech Materials after the date that a change becomes effective constitutes your acceptance of the change.

16. Governing Law and Jurisdiction

16.1 These Terms, including any non-contractual disputes arising out of or in relation to them, will be governed by the Laws of England and Wales and, subject to Clause 16.2, the Parties submit any disputes in connection with these Terms to the jurisdiction of the local courts competent where the relevant MTN Fintech entity is located.

16.2 Nothing in these Terms limit our rights to seek injunctive relief or provisional measures at any court of competent jurisdiction.

17. Miscellaneous

17.1 Severability

If any provision of these Terms is or becomes invalid or unenforceable in whole or in part, the validity and enforceability of the remaining provisions of the Terms will not be impacted.

17.2 No Waiver

A failure to exercise, or a delay in exercising, a right or remedy provided by these Terms or under applicable law does not constitute a waiver of such right or remedy or a waiver of any other rights or remedies. No single or partial exercise of a right or remedy provided by these Terms or under applicable law will prevent the further exercise of such right or remedy or the exercise of any other right or remedy.

17.3 Assignment

These Terms are personal to you and may not be assigned or transferred for any reason whatsoever without our prior written consent and any action or conduct in violation of the foregoing will be void and without effect. We expressly reserve the right to assign these Terms in whole or in part, and to subcontract the performance of any of our obligations hereunder.

17.4 Third Party Rights

Nothing in these Licence Terms comprises a stipulation in favour of any third party or will confer upon any third party any right or benefit, whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.

17.5 Independent contractors

The parties are and will remain independent contractors under these Terms, and nothing herein will constitute or be construed to create an agency, partnership or joint venture between the parties. A party has no authority or power to bind, to contract in the name of, or to create any liability for the other party in any way or for any purpose.

17.6 Entire Agreement

The parties have read these Terms and agree to be bound by its terms, and further agree that these Terms constitute the entire agreement of the parties and supersedes all existing agreements, proposals and all other communications between them relating to the subject matter of these Terms, oral or written.

17.7 Interpretive Provisions

In these Terms, unless the context otherwise requires:

a) any reference, express or implied, to an enactment (which includes any enactment, statute, legislation or law in any jurisdiction) includes references to:
• that enactment as re-enacted, amended, extended or applied by or under any other enactment (before, on or after the effective date of these Terms);
• any enactment which that enactment re-enacts (with or without modification); and
• any subordinate legislation made (before, on or after the effective date of these Terms) under that enactment, as re-enacted, amended, extended or applied
b) one gender includes all other genders;
c) use of the words includes or including means without limitation and the use of these or similar words shall not limit the meaning of the general words;
d) references to a person include an individual, a body corporate and an unincorporated association of persons; and
e) headings have been inserted only for convenience and do not affect the interpretation of these Terms

18. Translation

The original version of these Terms is made in English, and a party cannot derive any rights from any translated version of the Terms. In the event of a dispute about the contents or interpretation of the terms and conditions of these Terms, or in the event of any conflict or inconsistency between the English version and any other language version of these Terms, the English language version will prevail.

19. Contact

If you have any questions concerning these Terms, or if you desire to contact MTN Fintech for any reason, please contact us at customercare@mtn.com.