MEMBERSHIP TERMS & CONDITIONS

In these Membership Terms, unless the context requires otherwise:

ACT Nexus Membership is a curated membership community bringing together founders, operators, investors, service providers, and ecosystem stakeholders involved in building, operating, investing in, and supporting technology businesses across African markets.

Membership is intended to facilitate meaningful relationships, access to knowledge and intelligence, strategic introductions, collaborations, partnerships, growth opportunities, and participation in Africa's cross-border technology ecosystem.

Membership is subject to application, review, and acceptance by ACT Nexus.

Submission of an application does not guarantee acceptance into Membership.

ACT Nexus operates a curated Membership community.

ACT Nexus may review applications to assess the Applicant's relevance to the ACT Nexus community and the value that the Applicant may contribute to or derive from the ecosystem.

ACT Nexus may consider factors including the Applicant's professional background, role, organisation, sector, markets, experience, interests, reputation, and involvement in the technology ecosystem.

ACT Nexus may decline an application where it determines that acceptance would not be consistent with the purpose, quality, trust, or relevance of the ACT Nexus community.

ACT Nexus is not required to provide detailed reasons for declining an application.

Membership may be available to individuals and organisations that are engaged in, support, or contribute to Africa's technology ecosystem.

Applicants must provide accurate and complete information during the application process.

An Applicant must have the legal capacity and authority required to enter into these Membership Terms.

Where an application is submitted on behalf of an organisation, the person submitting the application confirms that they are authorised to act on behalf of that organisation.

Applicants may apply for Membership through the ACT Nexus Website or through another application process approved by ACT Nexus.

Applicants may be required to provide information including their name, contact details, organisation, position, professional profile, markets of activity or interest, and areas of interest within ACT Nexus.

ACT Nexus may request additional information where reasonably necessary to assess an application.

ACT Nexus may conduct reasonable due diligence before accepting an Applicant.

Applicants must ensure that all information submitted to ACT Nexus is accurate, current, and not misleading.

An Applicant becomes a Member only after ACT Nexus has formally accepted the application and any applicable Membership Fee has been paid.

ACT Nexus may communicate acceptance by email or through another appropriate communication channel.

Where payment is made before an application has been formally accepted, payment does not by itself constitute acceptance into Membership.

Where an application is declined after payment has been made, any refund shall be handled in accordance with the ACT Nexus Refund & Cancellation Policy.

ACT Nexus may offer Individual Membership and Corporate Membership.

Individual Membership is available to an individual who applies and is accepted as an Individual Member.

Corporate Membership is available to an organisation that applies and is accepted as a Corporate Member.

Corporate Membership may allow multiple individuals from the same organisation to participate under a single corporate arrangement, subject to the applicable Membership package and fees.

Each individual participating under a Corporate Membership may be required to provide information and comply with these Membership Terms.

Membership Fees shall be communicated by ACT Nexus before payment is made.

Membership Fees may differ depending on the type and structure of Membership selected.

Corporate Membership Fees may vary according to the number of individuals included under the applicable Corporate Membership package.

Membership Fees must be paid in accordance with the payment instructions provided by ACT Nexus.

A Membership Fee shall not be considered paid until the relevant payment has been successfully received or confirmed by ACT Nexus or its authorised payment provider.

Unless expressly stated otherwise, Membership Fees are exclusive of any applicable taxes, bank charges, payment processing charges, or other charges payable in connection with the payment.

Membership shall become active upon acceptance by ACT Nexus and receipt of the applicable Membership Fee.

ACT Nexus may determine when access to particular Membership Benefits becomes available following activation.

Certain Membership Benefits may require additional registration, verification, application, or participation requirements.

ACT Nexus Membership shall be valid for a period of twelve (12) months commencing on the date on which the Membership becomes active.

Membership shall expire automatically at the end of the twelve (12)-month Membership Period unless renewed.

Members may renew their Membership for a further twelve (12)-month period, subject to the Membership terms and fees applicable at the time of renewal.

ACT Nexus may communicate renewal information and the applicable Membership Fee to Members before the expiry of their Membership.

Upon expiry of the Membership, the Member may lose access to Member-only resources, the Member Directory, events, opportunities, introductions, and other Membership Benefits.

Renewal of Membership is subject to ACT Nexus's continued acceptance of the Member into the ACT Nexus community and payment of the applicable Membership Fee.

Membership may provide access to benefits including:

ACT Nexus does not guarantee that any particular Membership Benefit will be available throughout the entire Membership Period.

The availability, nature, scope, and format of Membership Benefits may change from time to time.

ACT Nexus may provide Members with access to a private Member Directory.

The Member Directory is intended to facilitate discovery and connection among Members.

Members must use information obtained through the Member Directory responsibly and only for legitimate professional and ecosystem-related purposes.

Members must not copy, scrape, reproduce, distribute, sell, or otherwise commercially exploit the Member Directory or its contents without the prior written permission of ACT Nexus.

ACT Nexus may determine what Member information is displayed in the Member Directory.

ACT Nexus may facilitate introductions between Members and other individuals or organisations within or outside the ACT Nexus community.

Introductions are intended to facilitate relationships, collaboration, partnerships, opportunities, and other legitimate professional connections.

ACT Nexus does not guarantee that an introduction will result in a transaction, partnership, investment, engagement, commercial relationship, or other outcome.

Members are responsible for conducting their own assessment and due diligence before entering into any relationship, transaction, or arrangement resulting from an introduction.

ACT Nexus may provide Members with access to research, insights, ecosystem updates, market information, regulatory developments, events, publications, and other knowledge and intelligence.

Knowledge and intelligence provided by ACT Nexus are intended to support Members in making informed decisions.

ACT Nexus does not guarantee that any information provided will be complete, current, accurate, or suitable for a particular Member's circumstances.

Members remain responsible for conducting their own assessment and obtaining appropriate professional advice where necessary.

ACT Nexus may organise or facilitate in-person, virtual, or hybrid convenings and other experiences for Members.

These may include roundtables, forums, workshops, masterclasses, webinars, networking sessions, and other gatherings.

ACT Nexus may provide Members with priority access or preferential pricing for particular events.

Attendance at particular events may be subject to additional registration requirements, capacity limitations, eligibility criteria, or event-specific terms.

ACT Nexus may change, postpone, reschedule, or cancel an event where reasonably necessary.

ACT Nexus may provide Members with access to opportunities arising through its community and wider ecosystem.

Opportunities may include collaborations, partnerships, engagements, speaking opportunities, business development opportunities, investment opportunities, market access opportunities, and other forms of ecosystem participation.

ACT Nexus does not guarantee that any Member will receive a particular opportunity or achieve a particular outcome from participation in the ACT Nexus ecosystem.

Members are responsible for evaluating opportunities before accepting or pursuing them.

Members are expected to engage with ACT Nexus and other Members professionally, respectfully, and in good faith.

Members shall provide accurate and current information to ACT Nexus.

Members shall notify ACT Nexus where material information previously provided becomes inaccurate or outdated.

Members shall respect the confidentiality, privacy, intellectual property, commercial interests, and professional reputation of other Members and ecosystem participants.

Members shall not use ACT Nexus Membership to engage in unlawful, fraudulent, misleading, abusive, discriminatory, harassing, or otherwise inappropriate conduct.

ACT Nexus seeks to maintain a trusted, professional, inclusive, and constructive community.

Members shall conduct themselves in a manner consistent with the purpose and values of ACT Nexus.

ACT Nexus may take appropriate action where a Member's conduct materially undermines the trust, safety, integrity, or reputation of the ACT Nexus community.

Such action may include restriction of access, suspension, or termination of Membership.

Members may receive confidential, commercially sensitive, or otherwise non-public information through their participation in ACT Nexus.

A Member shall not disclose or misuse confidential information obtained through ACT Nexus without the consent of the person or organisation to whom the information belongs.

This obligation shall not apply to information that is already publicly available, independently developed, lawfully obtained from another source, or required to be disclosed by law or a competent authority.

Members shall take reasonable steps to protect confidential information received through ACT Nexus.

ACT Nexus and its licensors retain all rights in ACT Nexus branding, logos, content, publications, materials, platforms, designs, and other intellectual property owned or licensed by ACT Nexus.

Membership does not transfer ownership of any ACT Nexus intellectual property to a Member.

Members may use ACT Nexus materials made available to them solely for legitimate Membership-related purposes unless otherwise permitted by ACT Nexus.

Members shall not reproduce, modify, distribute, sell, license, or commercially exploit ACT Nexus intellectual property without prior written permission.

Members may provide information, comments, materials, photographs, profiles, or other content to ACT Nexus in connection with their Membership.

Members retain ownership of intellectual property in content that they provide to ACT Nexus.

By providing content to ACT Nexus for Membership-related purposes, a Member grants ACT Nexus a non-exclusive right to use, reproduce, display, and distribute that content for legitimate ACT Nexus purposes, subject to any agreed restrictions.

A Member shall ensure that content provided to ACT Nexus does not infringe the rights of another person or organisation.

ACT Nexus may collect and process personal information in connection with Membership, applications, events, communications, and other ACT Nexus activities.

Personal information shall be handled in accordance with the ACT Nexus Privacy Policy.

Members are responsible for ensuring that any personal information they provide to ACT Nexus or other Members may lawfully be provided for the relevant purpose.

ACT Nexus may provide links, references, introductions, information, or access to third-party organisations, platforms, services, or opportunities.

ACT Nexus does not control or guarantee the services, conduct, availability, accuracy, or performance of third parties.

A Member's dealings with a third party are between the Member and that third party.

Members should conduct their own due diligence before entering into any agreement or relationship with a third party introduced or identified through ACT Nexus.

ACT Nexus facilitates access to people, relationships, knowledge, intelligence, experiences, collaborations, strategic partnerships, and growth opportunities.

ACT Nexus does not guarantee that Membership will result in any particular commercial, investment, business development, market access, partnership, employment, funding, or other outcome.

Members remain responsible for their own decisions, actions, transactions, relationships, and business activities.

By applying for or participating in Membership, a Member represents that the information provided to ACT Nexus is accurate and not misleading.

A Member represents that they have the authority necessary to enter into these Membership Terms where they are acting on behalf of an organisation.

A Member shall not knowingly provide false, misleading, fraudulent, or materially incomplete information to ACT Nexus.

ACT Nexus may suspend a Member's access to some or all Membership Benefits where reasonably necessary to protect the ACT Nexus community, investigate potential misconduct, address a breach of these Membership Terms, or protect ACT Nexus or another person from harm.

ACT Nexus may determine the duration and scope of any suspension based on the circumstances.

Suspension may include restricting access to the Member Directory, events, introductions, opportunities, resources, platforms, or other Membership Benefits.

All Membership Fees are non-refundable.

No refund shall be due upon cancellation, termination, suspension, expiry, or non-renewal of Membership, or where a Member does not use or fully utilise the Membership Benefits, resources, events, opportunities, or other services available through ACT Nexus.

Nothing in this Clause shall exclude or limit any right to a refund that cannot legally be excluded or limited.

ACT Nexus may terminate a Membership where a Member materially breaches these Membership Terms.

ACT Nexus may terminate a Membership where a Member engages in conduct that materially undermines the trust, integrity, safety, or reputation of the ACT Nexus community.

ACT Nexus may terminate a Membership where information provided by a Member is materially false, misleading, or fraudulent.

ACT Nexus may terminate a Membership where continued Membership would reasonably expose ACT Nexus or the ACT Nexus community to significant legal, regulatory, reputational, financial, or operational risk.

ACT Nexus may terminate a Membership where required to do so by law or a competent authority.

Termination shall not affect any rights or obligations that accrued before termination.

Upon termination or expiry of Membership, the Member's right to access Member-only resources, the Member Directory, events, opportunities, introductions, and other Membership Benefits may cease.

A Member shall cease using ACT Nexus intellectual property and confidential information following termination or expiry where continued use is no longer authorised.

Clauses concerning confidentiality, intellectual property, privacy, liability, indemnity, dispute resolution, and any other provisions intended by their nature to continue shall survive termination or expiry.

To the extent permitted by law, ACT Nexus shall not be liable for indirect, incidental, special, consequential, or punitive losses arising from or relating to Membership.

ACT Nexus shall not be responsible for losses arising from a Member's dealings with another Member, third party, investor, service provider, partner, or other person introduced through ACT Nexus.

ACT Nexus shall not be responsible for the success, failure, accuracy, performance, reliability, or outcome of any opportunity, introduction, collaboration, partnership, investment, transaction, or other relationship facilitated through the ACT Nexus ecosystem.

Nothing in these Membership Terms shall exclude or limit liability that cannot legally be excluded or limited.

To the extent permitted by law, a Member shall indemnify ACT Nexus against losses, claims, liabilities, damages, costs, and expenses arising from the Member's material breach of these Membership Terms or unlawful, fraudulent, negligent, or wilfully wrongful conduct.

A Member shall not be required to indemnify ACT Nexus for losses arising solely from ACT Nexus's own unlawful conduct or negligence.

ACT Nexus may modify, replace, add, or remove Membership Benefits from time to time.

ACT Nexus may change the format, timing, delivery method, availability, or scope of particular Membership Benefits.

ACT Nexus shall endeavour to maintain the overall value and purpose of Membership when making material changes to Membership Benefits.

ACT Nexus may amend these Membership Terms from time to time to reflect changes to Membership, ACT Nexus's operations, technology, business practices, or legal requirements.

Updated Membership Terms shall be published through the ACT Nexus Website or otherwise communicated to Members.

The updated Membership Terms shall take effect from the date stated in the updated version.

Continued participation in ACT Nexus Membership after the effective date of updated Membership Terms shall constitute acceptance of the updated Membership Terms.

ACT Nexus shall not be responsible for delay, interruption, suspension, or failure to provide any Membership Benefit resulting from circumstances beyond its reasonable control.

Such circumstances may include natural disasters, epidemics, pandemics, war, terrorism, civil unrest, government action, regulatory restrictions, power failures, telecommunications failures, cyber incidents, failures of third-party service providers, or other circumstances beyond the reasonable control of ACT Nexus.

ACT Nexus shall take reasonable steps to restore affected services or Membership Benefits where practicable.

ACT Nexus may communicate with Members using the email address provided during the application or Membership process.

Members are responsible for ensuring that their contact information remains accurate and current.

A notice sent by ACT Nexus to the email address provided by the Member shall be deemed received when sent, unless ACT Nexus receives a delivery failure notification.

These Membership Terms shall be read together with the ACT Nexus Terms of Use, Privacy Policy, and Refund & Cancellation Policy.

Where there is a conflict between these Membership Terms and a specific policy governing a particular matter, the terms specifically addressing that matter shall apply to the extent of the conflict.

Event-specific terms may apply to particular ACT Nexus events or activities and shall govern those activities where expressly stated.

A failure or delay by ACT Nexus in exercising any right under these Membership Terms shall not constitute a waiver of that right.

A waiver of any provision shall only be effective where expressly communicated by ACT Nexus.

If any provision of these Membership Terms is determined to be invalid, unlawful, or unenforceable, the remaining provisions shall continue in full force and effect.

The invalid, unlawful, or unenforceable provision shall be interpreted or modified to the minimum extent necessary to make it valid and enforceable while preserving its intended purpose.

These Membership Terms, together with the ACT Nexus Terms of Use, Privacy Policy, Refund & Cancellation Policy, and any other documents expressly incorporated into them, constitute the agreement between ACT Nexus and the Member concerning Membership.

These Membership Terms supersede previous communications or understandings concerning the same subject matter, except where expressly incorporated into these Membership Terms.

A Member may not transfer, assign, or otherwise transfer their Membership or rights under these Membership Terms to another person or organisation without the prior written consent of ACT Nexus.

ACT Nexus may transfer or assign its rights and obligations under these Membership Terms as part of a restructuring, merger, acquisition, transfer of business, or other corporate transaction.

These Membership Terms shall be governed by and interpreted in accordance with the laws of the Republic of Kenya.

Nothing in these Membership Terms shall exclude or limit any right or protection that cannot legally be excluded or limited.

ACT Nexus encourages Members to raise concerns directly with ACT Nexus before commencing formal proceedings.

Any dispute arising out of or relating to these Membership Terms shall first be referred to ACT Nexus at info@actnexus.africa.

The parties shall endeavour to resolve any dispute amicably through good-faith discussions.

Where a dispute cannot be resolved amicably, it may be referred to the courts of the Republic of Kenya.

Nothing in this Clause shall prevent a party from seeking urgent or interim relief from a competent court or other competent authority where necessary.

Questions concerning these Membership Terms may be directed to: