JayTaxey Terms of Service
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Welcome to the internet sites of JayTaxey located at www.jaytaxey.com, made available by Jugnoo and operated by its subsidiaries and affiliates (“JayTaxey”, “we”, “our” and “us”). The site is the property of AJ Jiwul Concepts. JayTaxey is a digital platform that provides individuals in need of transportation to particular destinations (“riders”) with access to a pool of individuals willing to take them to said destinations (“drivers”). This transport services provided by Drivers to Riders and facilitated by the JayTaxey platform shall be collectively referred to as the “Services”. The media forms, media channels, mobile applications or websites used to access these services shall be collectively referred to as the “Site”. By using this site, you expressly acknowledge that you understand, accept and are bound by all of its terms. If you do not agree to the terms and conditions of this Agreement, do not use or access this site.
2. Definition of Key Terms
2.1 JayTaxey (also referred to as “we”, “our”, or “us”) is a digital company registered and incorporated under the corporate laws of the Federal Republic of Nigeria. JayTaxey is an intermediary platform that matches users in need of transport services to a desired destination with third-party providers (also referred to as “drivers”) going to or through said destination. JayTaxey services does not extend beyond providing a link between users and drivers. JayTaxey is therefore not responsible for acts and/or shortfalls of any third-party provider, and any damage or liability incurred from such services shall be borne by the third-party provider.
2.2 Platform refers to technology platforms, channels, portals, and websites JayTaxey utilizes to enable Users request or access driving services.
2.3 JayTaxey Application(s) are relevant smartphone applications made available for download by JayTaxey for Drivers and Passengers request or access transport solutions.
2.4 User (referring to Driver and Rider) shall mean a person who uses the JayTaxey platform to request, access or provide transport services. 2.5 Rider (also referred to as “passenger”, “customer”) is a person who uses the JayTaxey platform to request or access transport services.
2.6 Third Party Provider (also referred to as “driver”) is the independent contractor who render relevant transport services to Users using the JayTaxey platform. 2.7 JayTaxey Services are services rendered by JayTaxey through its platform and application such as matching users to third party providers, maintenance of JayTaxey mobile app, platform, support services, payments and other related services.
2.8 Personal Data are information provided to the JayTaxey Platform by the User which can be used to identify them. Personal data may be obtained through profile information provided by the User, or through JayTaxey-related social media posting. 2.9 Charges refers to cost incurred by users for services received from JayTaxey including applicable fees, tolls, taxes, and surcharges.
2.10 Fare means the fee a User is required to pay a Driver for transport services the received. There are two types of fares: quoted fares and variable fares.
2.10.1 Quoted Fares refer to fares JayTaxey quotes to users at the time of request. Quoted fares are subject to change. Changes to quoted fares may be due to, but not limited to, the following: violation or abuse of the JayTaxey platform, multiple stops during rides, or change of destination during rides.
2.10.2 Variable Fares are based on two main factors: distance and duration. Variable fees consist of a base charge (a minimum fee) and incremental charges. During peak periods when demands for transport services outweighs supply of drivers, variable fares may apply.
2.11 In-App Payment are paTip is a discretionary payment Riders may offer to Drivers in addition to the Fare paid. Please note, Riders are under no obligation to make this payment; tips are offered at the sole discretion of the Riders.yment method used by Riders to pay Drivers via the JayTaxey platform.
2.12 Tip is a discretionary payment Riders may offer to Drivers in addition to the Fare paid. Please note, Riders are under no obligation to make this payment; tips are offered at the sole discretion of the Riders.
3. The JayTaxey Platform
The JayTaxey platform provides a digital marketplace that enables Riders request, schedule and access transport solutions. Individuals that request these services are matched with drivers who are driving to or through the desired destination. To access the services of the JayTaxey platform, Users (referring to Drivers and Riders) are required to create a User account. As users, you warrant that your decision to render or accept Services is made at your sole discretion. You also authorize JayTaxey to match you with a Driver or a Rider based on factors such as location, estimated time to pick up, destination, user preferences, and the efficiency of the platform. You also authorize JayTaxey to terminate an existing order and make a rematch based on the above stated considerations. Each driving services offered by a Driver to a Rider using the JayTaxey platform shall constitute a distinct agreement between both parties.
4. Modifications to the Terms or Site
JayTaxey retains the right to make unilateral modifications to the terms and conditions of this Agreement. You shall not be bound to such amendments unless you accept the terms of the amended agreement. The modified agreement shall take effect upon posting to our site. Your continued use of the JayTaxey platform after such amendment shall constitute your consent to the changes. Unless material modifications are made to the arbitration provisions, you represent that changes to the terms of this agreement does not create a renewed opportunity discontinuance of arbitration (if applicable).
The JayTaxey Platform may only be accessed by individuals that possess the right and authority to enter into this agreement, and are fully competent, and capable to satisfy the terms, conditions, and obligations. The JayTaxey Platform may be inaccessible to persons under the age of 13, and to Users that have their User account temporarily or permanently deactivated. You may not allow another person to use your User account, and you agree that you are the sole authorized user of your JayTaxey account. To use the JayTaxey Platform, each User is expected to create a User account. Each person may only create one User account, and JayTaxey reserves the right to deactivate additional, or duplicate accounts. As a user, you agree that you are responsible for maintaining confidentiality of the information of your JayTaxey account. You also warrant that you will alert JayTaxey immediately of any unauthorized use of your information and breach of security on the JayTaxey platform. As a Driver, you undertake that you are at least 21 years old. Individuals that are less than 21 will not be allowed to be drivers on the JayTaxey platform.
6. JayTaxey Communications
By using the JayTaxey Platform, you consent to receive communications and/or information from us. These communications may be conducted through various media including text messaging, email, calls, and push notifications. You also warrant that calls, text, or prerecorded messages may be automatically transmitted. Information communicated from JayTaxey and/or its affiliates may include the following: operational communications regarding your User accounts or use of the JayTaxey Platform, promotional offers, updates regarding new and existing features of the JayTaxey platform, new developments regarding our service and operations, and industry trends and developments. If you no longer wish to receive promotional emails from JayTaxey, you can unsubscribe from our promotional email list by clicking on the unsubscribe feature found in the promotional email itself.
7. Charges and Payments
As a rider, you undertake that requesting or accessing JayTaxey services may incur charges. Such charges may take the form of fares and other applicable fees, surcharges, and taxes, as well as tips to the driver which you may offer of your own volition. JayTaxey maintains the right to determine and modify pricing by posting applicable pricing terms or quoting you for a price for a specific ride at the time you make a request. Pricing may vary depending on the type of service that you receive. JayTaxey may modify pricing, at any time, without prior notification. You confirm that it is your responsibility to review the applicable price quoted within the JayTaxey platform. You also confirm that you are responsible for all charges incurred under your User account regardless of your awareness of such charges. All in-app payments are facilitated via third-party online payment systems. JayTaxey may add to or change its third-party payment processor without prior notification to you. All payments are non-refundable. This non-refund policy applies at all times irrespective of your decision to discontinue using the JayTaxey Platform or any disruption to JayTaxey operations, or any reason whatsoever. You may be offered coupons that applies to the payment of certain charges following the completion of a ride. The use of such coupons is restricted to the JayTaxey platforms and cannot be transferred or redeemed for cash except as required by law. As Drivers, you are not authorized to issue out coupons to riders. You also are forbidden from offering any form of discount to riders. Additional restrictions on coupons may apply and will be duly communicated to you in a relevant promotion. Fares utilized by JayTaxey may be quoted or variable fares. When you request a ride, JayTaxey quotes you a fare upfront at the time of the request. The quoted fare is subject to change until the ride request is confirmed. Variable fares comprise a base charge and incremental charges (which is based on the duration and distance of the ride). Please note that JayTaxey determines distance covered during the ride using GPS data from your Driver’s phone. In cases where signal is lost, duration and distance travelled will be calculated using available data from your ride. As a user, you acknowledge that JayTaxey retains the right to terminate the processing of any transaction where it reasonably suspects that the transaction may be fraudulent, or illegal, or where you have violated the terms of this Agreement. You also acknowledge that if during your ride, you make several stops, the quoted fee may be cancelled and you may be charged on a variable fare basis, based on the time and distance of your ride. Also note that JayTaxey does not guarantee that quoted fare price will be equal to the variable fare for the same ride. Quoted fares may include the Fees and Other charges listed below as applicable.
Fees and Other Charges
7.1 Service Fee: You may be charged a service fee for each ride
7.2 Platform Fee: As Drivers, you may be charged for your use of the JayTaxey platform.
7.3 Dynamic (Peak) Pricing: At times when demand for transport services peaks and there is a shortfall of drivers to meet this demand, you acknowledge that charges may surge significantly. For rides charged on a variable fare basis, we will ensure that you are duly informed of any multipliers in effects at the time of your request.
7.4 Cancellation & Wait-Time Fee: You may cancel a previously requested ride through the app but note that in certain cases, you may be required to pay a cancellation fee. You may also be charged if you fail to show up after requesting a ride. 7.5 Damage Fee: In the event where you have caused material damage to the Driver’s vehicle, you consent that you shall pay a “Damage Fee” depending on the extent of the damage (to be discretionarily determined by JayTaxey) towards vehicle repair or cleaning. JayTaxey reserves the right but is under no obligation to verify or otherwise require documentation of damages prior to processing the Damage Fee.
7.6 Other Charges: In certain cases, other fees and surcharges such state and local fees, event fees, and applicable taxes when required by law may apply. 7.7 Tips: After a ride, you may decide to tip the driver in cash or via the JayTaxey app. This payment is separate from your standard service charge. Tips should be made to Drivers at your own discretion. Please note that you are under no obligation to offer tips to the Driver. You have the option of setting a default tip amount or percentage through the app. Any tips offered belong entirely to the Driver.
8. Promotional Offers, Referrals and Loyalty Programs
JayTaxey may at its sole discretion make promotional offers, referral programs, and loyalty programs with different features and benefits to any of its existing or prospective Users. In the event that JayTaxey determines that redemption of the promotional offer was erroneous, or obtained fraudulently, or in violation of applicable rules, JayTaxey retains the right to withdraw or deducts such benefits or credits. JayTaxey may at its sole discretion discontinue, or terminate promotional offers or programs at any time without prior notification to you.
9. Personal Data Protection and Third-Party Interactions
10. License Grant and Restricted Activities
You consent to use the JayTaxey Platform in a manner consistent with all applicable rules and laws. You also agree that you will refrain from any of the following actions with respect to your use of the JayTaxey Platform: a. Creating false, incomplete, and distorted identity with the aim of misleading; b. Engaging in acts that could likely damage the reputation of our organization; c. Interfering or disrupting the performance of the JayTaxey Platform, or network servers connected to the JayTaxey Platform; d. Attempting to gain unauthorized access to the Platform, or its network servers; e. Publishing or posting or interacting on the JayTaxey Platform in a manner which is unlawful, libelous, defamatory, obscene, violent, pornographic, invasive of other User’s privacy, or hateful; f. Harassing or discriminating any person on the basis of their nationality, gender, ethnic origin, political persuasion, mental/physical disability, medical condition, marital status, age, or sexual orientation; g. Using the JayTaxey Platform in any manner that limits or infringes any user or third party’s rights, including proprietary rights, privacy, intellectual property, trademark, or trade secret; h. Removing or damaging any proprietary labels on the platform; i. Transmitting corrupted files, software viruses, Trojan horses, worms, or any other malicious code, program or file that may damage, disrupt, overburden, limit or adversely affect the functioning of another person’s device, JayTaxey’s communications system, website, app, network, or hardware; j. Attempting to modify, translate, decompile, dissemble, use reverse engineering to obtain or determine the source code, algorithms, structure, organization, internal design, or encryption of the JayTaxey Platform, computer systems or other technology that operate our platform; k. Using any robot, retrieval application, spider, to retrieve, “data mine”, scrape, or any way alter, reproduce or circumvent the navigation structure of the JayTaxey Platform or its content; l. Using, reproducing, selling, sublicensing, leasing, redistributing or exploiting any portion of the JayTaxey Platform for commercial purpose without our prior written authorization; m. Utilizing framing techniques or “mirror” to enclose any portion of the JayTaxey Platform (including graphics, text, form, or the layout of any page found on the Platform), without our prior written permission or without the use of meta tags or other media containing proper reference to JayTaxey in order to direct any person to other web site/ platform for any purpose; n. Modifying or making derivative uses of the JayTaxey Platform; and/or o. Violating the JayTaxey reward, promotional and loyalty program rules;
11. Driver Representation, Warranties, and Undertaking
As a third-party provider of rideshare services on the JayTaxey Platform, you represent, warrant and undertake that: a. You possess a valid driver’s license and are authorized and medically fit to operate a motor vehicle and have all the appropriate licenses, approval, and authority to provide Rideshare Services in the jurisdiction in which you provide Rideshare Services. You are responsible for maintaining the validity of the above-mentioned documentations. b. You own, or have the legal rights and authority to operate the motor vehicle you use when providing Rideshare Services; and such motor vehicles are in good conditions and meets all industry safety standards and applicable statutory requirements for vehicles of its kind; c. You will use and adhere to appropriate road safety directives. d. You will only provide Rideshare Services using the motor vehicle that has been reported to, and approved by JayTaxey; You will not convey more passengers than can be safely and securely seated in such vehicle. e. While providing rideshare services, you will not violate traffic rules, drive recklessly, drive under the influence of alcohol or drugs, operate a vehicle unfit to drive, be accompanied by unauthorized persons in the vehicle, or act in a manner that threatens or harm the safety of the JayTaxey community. f. You reserve the sole right to accept, decline, or ignore rideshare services requests made by Riders. g. You will be responsible for costs you incur while providing the Rideshare Services including, but not limited to, fuel, mobile data plan, duty fees, insurance applicable federal, state, and local taxes etc. In addition, provision and maintenance of equipment and means necessary to perform the Rideshare Services shall be at your own expense. h. While providing the Rideshare Services, you will not operate as a traditional or public carrier or taxi service including accept street hails, or charge for rides, or engage in other activity that violates the terms of this Agreement. i. You may not decline payment from Riders, or compel Riders against the use of the In-app Payment. If We determines you refuse to accept payment from Riders in good faith, We are entitled to charge you a contractual penalty or suspend you from the JayTaxey platform in the event of repetitive behavior. j. While providing the Rideshare Services, You will conduct yourself in a professional manner consistent with JayTaxey values and business ethics in the Riders best interest. You agree that (i) You will offer the most efficient options for riders such as the least costly route, except the Rider requests otherwise; (ii) You will not make any fraudulent and unauthorized stops; (iii) You will not engage in reckless driving behavior that violates traffic rules or the perception of traffic conditions, including holding a phone or other items while driving. k. We may run background checks on the information you have provided us, and obtain information about you regarding your criminal and driving records. You undertake you will provide any further necessary authorizations to enable our access to such records. l. You will not attempt to defraud JayTaxey Riders on the JayTaxey Platform or in connection with your provision of the Rideshare Services. If we suspect or determine that you have engaged in unlawful, unethical, or fraudulent behavior, we may take strong actions against you according to the terms of this agreement or applicable laws including, but not limited to, withholding fares for the ride in questions, suspending you temporarily or permanently from the JayTaxey Platform. m. You will not discriminate against Riders with disabilities or on the basis of their origin, ethnicity, gender, age, beliefs, or political leanings. You will make a suitable accommodation for Riders with wheelchair or pets or service animals.
12. Customer Support Services
We strive to provide Users of the JayTaxey Platform a superior experience, including supporting You regarding the use of the JayTaxey Services. Our customer care agents are available on weekdays. Alternatively, we can assist you in resolving your questions or issues you have regarding the JayTaxey Platform through our email address, or chatbots, or through our Facebook, Twitter, or Instagram handles – these services are available 24/7.
13. Ratings and Activity
In order to guarantee excellent, rideshare service and provide additional reassurance to You, as Riders, you are required to rate your Driver and leave feedback regarding the quality of Rideshare Services You have received. As Drivers, you acknowledge that Riders may provide ratings and feedbacks of your performance. Your average rating will available to Riders on the JayTaxey App. JayTaxey also measures your level of activity with respect to accepting, declining, ignoring, and completing rides. JayTaxey may set a minimum average rating and activity score that Drivers must reach or surpass. If, after being notified from us to increase your average rating or activity score to the minimum requirement within a stipulated period, you do not, we reserve the right to suspend your account. We may upturn the suspension if we determine that this is caused by external circumstances, or that this is due to system malfunction or false ratings.
14. Intellectual Property Ownership
By agreeing to the Terms and Conditions of this Agreement, you undertake that you will indemnify, defend, and hold JayTaxey including its affiliates, licensors, subsidiaries, parents, and assigns, and each of our respective officers, directors, members, personnel, agents, and shareholders harmless from and against any claims, suits, costs, actions, damages, losses, liabilities, fallouts and expenses (including reasonable attorney’s fees and/or regulatory actions) arising out of your or in connections with: (1) your violation or breach of any Terms of this Agreement or any of the documents it incorporates whether or not referenced herein (2) your violation of any rights of any third party, including Drivers, Riders, advertisers, partners, sponsors, other motorists, and pedestrians, as a result of your interaction with such third party (3) your use or misuse of the Platform, Service, and/or Software (4) your ownership, use or operation of any Vehicle used in providing Rideshare Services (5) JayTaxey’s use of your User contents; and/or any other activities related with your provision of Rideshare Services on our platform. This indemnity shall apply without regard to the negligence of any party, including any indemnified person.
16. Disclaimer of Warranties
JayTaxey makes no representation, warranty, or guarantee whatsoever regarding the reliability, timeliness, quality, suitability, security or availability of any services or that the services will be uninterrupted or error free. JayTaxey does not guarantee the quality, suitability, safety, or ability of Third-Party Providers. You agree that the entire risk arising out of your use of the services and any other services remain solely with you as permitted under the law. The Services is provided strictly on an “as is” and “as available” basis and therefore, We do not guarantee that Service will be completely accurate, complete, secure, uninterrupted, always available, or error-free or that any defects in the JayTaxey Platform will be corrected or that the Platform will be free of viruses or other harmful components. JayTaxey does not operate as a transportation courier, rather it serves as an intermediary platform between Riders and Drivers. Provision of rides to a Rider using the JayTaxey Platform is at the discretion of the Driver contacted. It is also the at the discretion of the Rider to accept a ride from any Driver contact through the JayTaxey Platform. We cannot promise that a Driver or Rider will complete a schedule rideshare service. We have limited control over the quality, reliability or safety of the service that occurs as a result. We cannot guarantee that each Rider is who they claim to be. We advise that the Rider look at the photos of the Driver they have been matched with to ensure that it is the same individual that is seen in person. We do not accept responsibility for the risks in dealing with underage persons or people acting under false pretenses. JayTaxey will not be responsible for the actions and conducts of any user on its platform, both online and offline. As Users, you bear full responsibility for your interactions with other Users on the platform. We are not responsible for any acts, or omissions of Drivers or Riders on the JayTaxey Platform. By using the JayTaxey Platform to receive or provide Rideshare Services, you agree to accept such risks. You agree to immediately notify JayTaxey if you suspect any unauthorized party may be using your User account or if there is any other suspected breach of security as you maintain full responsibility for your User account. We are not responsible for any personal information you may provide and send to other users using the JayTaxey Platform and Ride services and we are not responsible for any harassment or harm that may befall you as a result of. Please be circumspect with your interaction with other Users. We will not be responsible, or procure insurance for any contraband, illegal, or prohibit material found in your possession. JayTaxey will not be liable for damages, costs, claims, or expenses incurred from your provision of Rideshare Services. Suggestions, opinions, advice and other information made available through the JayTaxey Platform but not by us are those of their authors and should not be completely relied upon. The authors are responsible for such content and JayTaxey is not responsible for any loss or damage resulting from your reliance on said information. We reserve the right but have no obligation to monitor the materials posted on the JayTaxey Platform and remove any material that in our sole opinion violates the law of the agreement or that may be offensive, illegal, or affect the rights and safety of other Users. Location data provided by the JayTaxey Platform is for basic location purposes only and is not to be completely relied upon in situations where precise location is needed or where erroneous or incomplete location data may lead to death, injury, or property and environmental damage. We do not guarantee the availability, accuracy, reliability or timeliness of location data displayed on the JayTaxey Platform. Any information you upload or provide may be accessible to JayTaxey and certain users of the JayTaxey platform. JayTaxey is not responsible for any fees, costs, or charges associated with your selected data plan when using the JayTaxey Platform.
17. Force Majeure
Neither party shall be liable or responsible for non-performance of its obligations hereunder as a result of or caused directly or indirectly by circumstances beyond its reasonable control, including, but not limited to; acts of God, flood, fire, epidemics, wars, civil disturbances, terrorism, strikes, power failures, computer failure, governmental acts or restrictions, failure of suppliers, or inability obtain labor or any such other reason beyond its reasonable control and not arising from the negligence of the non-performing party.
18. Limitation of Liability
TO THE FULLEST EXTENT PERMITTED UNDER THE APPLICABLE LAW, UNDER NO CIRCUMSTANCE WILL JAYTAXEY NOR ITS AFFFLIATES, PARENTS, SUBSIDIARIES, DIRECTORS, PERSONNELS, AGENTS, OR SHAREHOLDERS (COLLECTIVELY REFERRED TO AS “JAYTAXEY” FOR PURPOSES OF THIS SECTION), BE LIABLE TO YOU FOR ANY TYPE OF INJURY, LOSS OR DAMAGES DUE, BUT NOT LIMITED TO, DELETION, LOSS OF DATA, LOSS OF PROGRAMS, FAILURE TO STORE DATA OR CONTENT MAINTAINED OR TRANSMITTED BY JAYTAXEY, SERVICE INTERRUPTIONS, OR FOR THE COST OF PROCUREMENT OR SUBSTITUTE SERVICES THAT YOU MAY INCUR FROM YOUR USING OF THE JAYTAXEY PLATFORM, OR SERVICES. JAYTAXEY WILL NOT BE HELD RESPONSIBLE FOR NEGLIGENCE EVEN IF WE OR OUR AGENTS OR REPRESENTATIVES ARE AWARE OR HAVE BEEN ADVISED REGARDING THE POSSIBILITY OF SUCH DAMAGES OCCURRING. THE JAYTAXEY PLATFORM MAY BE USED BY YOU TO ORDER RIDESHARE SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU WARRANT THAT JAYTAXEY IS NOT LIABLE TO YOU REGARDING ANY TRANSPORTATION, GOODS, OR OTHER SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS.
19. Term, Suspension, Termination
The conditions contained in this Agreement shall be effective following the submission of your signup application. Other agreements and terms shall be effective as soon as they are made available to you and upon your commencement and provision of Rideshare Services on the JayTaxey Platform. This Agreement may be terminated: (a) By You, at any time and without cause, upon seven (7) days’ prior written notice to JayTaxey, following which your authorization and rights to use the JayTaxey Platform and Services will be terminated. JayTaxey may terminate the Agreement with you at any time and without cause, after giving you at least three (3) days prior notice; (b) By either party, at any time and without notice, following a material breach or violation of the terms of these Agreement. In addition, JayTaxey is entitled to suspend or terminate this Agreement or access to your User account at any time in the event: (1) You no longer qualify to provide Rideshare Services or operate the approved vehicle under applicable law, rule, ordinance, or regulation; (2) You fail to meet the minimum service requirement, such as failing below JayTaxey’s star rating or activity threshold; (3) JayTaxey determines in good faith that such action is critical to protect and improve the safety of the JayTaxey community. Following a violation or breach of this Agreement, you will be notified in advance of your impending termination or suspension, and given an opportunity to remedy the breach. If the breach is remedied in a timely and satisfactory manner, JayTaxey may reinstate your membership. Please note that JayTaxey is not required to compensate you for any Termination. You agree that JayTaxey may make applicable modifications or changes, without notice and at any time, to this Agreement. JayTaxey may also interrupt its service or operations of the Platform or any portion of the Platform to perform routine or nonroutine maintenance, make upgrades, or address a fault in service.
You agree to keep in confidence all technical, strategic, operational, financial, and/or proprietary information relating to JayTaxey, its services, marketing and promotion schemes, business affairs, or its other operations and associated companies which are disclosed to you in connection with your use of the Platform (whether orally or in writing and whether before on or after the you have entered this Agreement) or which otherwise obtained directly or indirectly from JayTaxey, its subsidiaries, or affiliates. You shall not divulge or permit divulgence of any Confidential Information to third parties, nor will you store such information outside of the JayTaxey Platform. As a Driver, you will ensure to the best of your ability that sensitive information of Riders such as location, health and security information, are protected from public domain.
21. Relationship with JayTaxey
22. Dispute Resolution
The General Terms and Agreement shall be governed and enforced by the laws of the Federal Republic of Nigeria. If the dispute arising from the General Terms or Agreement could not be resolved by negotiations, then the dispute shall be resolved in a Federal High Court in Nigeria.