Nigerian organiser settlement agreement

HOLSTIME

NIGERIAN ORGANISER SETTLEMENT, REFUND AND PAYMENT LIABILITY AGREEMENT

Policy ID: NG_PROVIDER_SETTLEMENT_LIABILITY | Version: NG-SETTLEMENT-1.0

Effective date: 1 November 2026

1. Contracting parties and scope

1.1 Holstime Nigeria. For the purposes of this Agreement, “Holstime” refers to the registered proprietor or proprietors carrying on business under the Nigerian Business Name Lapace Classical Universal Brands, registered with the Corporate Affairs Commission (CAC) in Nigeria and trading as Holstime. Its registered business address is Plot 6 Sholabomi Williams Crescent, Off Pleasure Bus Stop, Beside Jaspand Hotel, Agege, Lagos State, Nigeria. The public-facing description uses the registered Business Name; the legal identity and contracting authority of the proprietor(s) shall be verified privately where required by law or payment-provider rules.

1.2 Organiser. The “Organiser” is the person or organisation authorised to create, publish or sell tickets for Nigerian events through an organiser account on Holstime, acting through an authorised representative where applicable.

1.3 Covered activity. This Agreement applies to Nigerian paid-event ticketing, NGN payment processing, organiser subaccount settlements, refunds, chargebacks and related payment liabilities. It supplements applicable Holstime platform terms, event conditions and privacy notices. Mandatory legal rights prevail in the event of conflict.

1.4 Distinct UK operations. Lapace Services UK Ltd is identified separately in Holstime’s UK-facing legal materials. This Agreement does not replace UK terms or make that UK company the contracting party for Nigerian organiser settlement merely because the same Holstime brand and software platform are used. Any payment-merchant or operational role of another group entity must be separately disclosed and lawfully documented.

2. Event and organiser obligations

2.1 The Organiser shall provide accurate event descriptions, dates, location, ticket categories, capacity, prices, age restrictions, accessibility information and cancellation or postponement conditions.

2.2 The Organiser shall obtain required venue permissions, licences and approvals, comply with applicable safety and consumer-protection requirements, honour valid tickets, and deliver each event substantially as advertised.

2.3 The Organiser shall maintain accessible customer-support contact arrangements, promptly notify Holstime of a cancellation or material change, and cooperate with reasonable verification, safety, fraud and dispute investigations.

2.4 The Organiser shall not knowingly oversell, misrepresent an event, provide unauthorised bank details or attempt to circumvent the payment terms for a ticket transaction initiated through Holstime.

3. Currency, ticket prices and service fees

3.1 Eligible Nigerian paid-event tickets are denominated and displayed in Nigerian naira (NGN). The customer must be shown the applicable total before authorising payment.

3.2 Under the currently supported Nigerian customer-pays checkout arrangement, Holstime charges a service fee equal to 6% of each paid ticket price plus ₦100 per paid ticket. The service fee is additional to the ticket face value and is charged to the customer. Free tickets do not attract the ₦100 paid-ticket fixed fee.

3.3 The Organiser sets the disclosed ticket face value subject to platform rules; Holstime calculates applicable fees on the server. Multiple paid tickets may generate separate per-ticket fixed fees. The customer’s total, Holstime service-fee share and Organiser proceeds are determined by the transaction record and applicable split instruction.

3.4 Paystack processing charges are separate from Holstime’s service fee. Under the current Paystack single-subaccount checkout configuration, the main Paystack merchant account is designated to bear the Paystack transaction charge; the Organiser should not assume this fee is charged to its subaccount unless a later arrangement is expressly communicated and agreed.

3.5 Holstime will give appropriate advance notice of material fee changes for future transactions. No undisclosed change will retroactively alter an already completed transaction, except as required by applicable law or authorised correction of an error.

4. Payment processing and organiser settlement

4.1 Eligible Nigerian customer payments are processed using Paystack under applicable payment-provider terms. Holstime may use Paystack split-payment instructions to allocate an Organiser’s ticket-face-value proceeds to an approved Paystack subaccount and Holstime’s disclosed fee share to the main merchant account.

4.2 Holstime does not represent that it holds customer funds as a deposit-taking institution. Processing, payout availability, reversals, holds and final settlement depend on Paystack, financial institutions, transaction verification and applicable law.

4.3 Before an Organiser can sell paid tickets, Holstime may require verified bank-resolution information, evidence of beneficiary authority, an eligible settlement-account generation, a trusted Paystack subaccount and acceptance of this Agreement. Holstime may refuse or pause new paid sales until these checks are met.

4.4 The Organiser warrants that its settlement beneficiary is authorised to receive proceeds. The Organiser must promptly report any error or unauthorised change to settlement details. A new beneficiary or replacement account may require renewed verification and approval.

4.5 Paystack payout timing is not guaranteed by Holstime. The Organiser shall review settlement records and report discrepancies promptly with relevant transaction references. Holstime will reasonably cooperate with Paystack-led investigations.

5. Booking confirmation and fulfilment

5.1 A customer’s return from a Paystack payment page, by itself, does not constitute verified payment or guaranteed ticket issuance. Holstime confirms a paid booking only after authoritative payment verification and successful booking fulfilment.

5.2 The Organiser must honour a valid Holstime confirmed ticket, subject to legitimate safety, anti-fraud and clearly disclosed entry restrictions consistent with law.

5.3 Where verification or fulfilment remains pending or uncertain, Holstime may delay confirmation while investigating the transaction. If a payment is captured but the promised booking cannot be fulfilled, Holstime and the Organiser shall cooperate to provide a lawful remedy, including an appropriate refund where due.

6. Cancellations, postponements and customer refunds

6.1 The Organiser must promptly inform Holstime and affected customers of cancellation, postponement, material venue or schedule change, or inability to deliver the event.

6.2 Customer refund eligibility shall be determined by the disclosed event terms, the specific facts and mandatory Nigerian consumer-protection law. A “no refunds” label shall not remove a statutory remedy or a refund otherwise required by applicable law.

6.3 For a refund attributable to failure by the Organiser to provide the advertised event or service, the Organiser shall be responsible for the Organiser’s relevant share of the refund, to the extent permitted by law and supported by transaction records. Holstime shall bear amounts properly attributable to its own breach or errors, subject to applicable law and agreed allocation.

6.4 The treatment of Holstime service fees and Paystack processing charges in a refund depends on the legal entitlement, applicable transaction terms and Paystack’s actual processing rules; fees will not automatically be retained where law requires their return.

6.5 Holstime may coordinate a refund with the customer, Organiser and Paystack where technically supported and authorised. No provision here promises an automatic refund mechanism or instantaneous reversal.

6.6 If the Organiser has already received funds that must lawfully be refunded, the parties will reconcile the documented amount and agree a lawful means and timetable for reimbursement. Holstime has no contractual authority under this Agreement alone to debit the Organiser’s bank account without additional valid authorisation or other legal basis.

7. Chargebacks, fraud and disputes

7.1 A chargeback or reversal may arise after a booking has been confirmed or an Organiser has been paid. Each party shall provide relevant information reasonably requested by the payment provider or bank and shall cooperate in good faith to resolve the matter.

7.2 The Organiser is responsible for losses and valid dispute amounts to the extent they are caused by its misrepresentation, fraud, non-delivery, contractual breach or other conduct for which it is legally responsible. Holstime remains responsible for its own legally attributable conduct.

7.3 Neither party may levy arbitrary penalties or recover more than the properly substantiated amount of loss, refund or chargeback, including any provider-imposed charge for which that party is contractually or legally liable.

7.4 Holstime may request event attendance records, communications, ticket scans, proof of delivery and cancellation notices to contest or reconcile a dispute. The Organiser must not knowingly submit false evidence.

7.5 Ending the organiser relationship does not erase valid payment liabilities arising from transactions processed while the Agreement applied.

8. Suspension, account controls and termination

8.1 Holstime may proportionately suspend new ticket sales or restrict settlement changes where necessary to address suspected fraud, unauthorised beneficiary instructions, substantial event-delivery concerns, regulatory requirements, unresolved disputes or serious breaches of this Agreement.

8.2 Where lawful and practicable, Holstime will tell the Organiser the reason for a restriction and provide a reasonable opportunity to supply clarifying information or challenge an error.

8.3 Suspending new sales does not necessarily cancel previously authorised charges, confirmed bookings, settlement obligations or customer remedies. Existing transactions may require verification, fulfilment, reconciliation or refund after suspension.

8.4 Either party may terminate participation subject to applicable platform terms and the fulfilment of outstanding customer and financial obligations. Mandatory rights and necessary record retention survive termination.

9. Records, confidentiality and personal data

9.1 Both parties shall keep records reasonably necessary to substantiate event delivery, ticket transactions, refunds, disputes and settlement reconciliation for applicable legal and operational retention periods.

9.2 Holstime shall use access controls appropriate to the sensitivity of bank, identity, transaction and acceptance records and process personal data in accordance with its applicable privacy notice and relevant Nigerian data-protection requirements, including the Nigeria Data Protection Act 2023 as applicable.

9.3 The Organiser shall use attendee information only for authorised event-related purposes or other purposes supported by a valid lawful basis; it shall apply appropriate safeguards and respond reasonably to lawful data requests.

9.4 Confidential commercial and banking evidence shall not be disclosed except as required to perform this Agreement, comply with law, resolve disputes or obtain professional advice.

10. Limitation and allocation of responsibility

10.1 Nothing in this Agreement excludes fraud, wilful misconduct, liabilities that cannot lawfully be limited, or mandatory customer rights.

10.2 Each party remains accountable for its own acts and omissions. Holstime does not warrant uninterrupted payment-provider services or a fixed payout date, but shall take reasonable steps within its control to operate the agreed service and assist with recoverable errors.

10.3 Nothing in this Agreement excludes or limits any liability that cannot lawfully be excluded or limited under applicable Nigerian law. Any limitation of liability or indemnity shall apply only to the extent expressly provided in this Agreement and permitted by applicable law.

11. Notices and updates

11.1 Formal notices relating to this Agreement may be sent through the authenticated Holstime organiser account or to the business contact details recorded with Holstime, provided the method gives a reliable record of delivery.

11.2 Holstime’s general support email is support@holstime.co.uk. An Organiser must keep its contact details accurate and monitor communications concerning its transactions and events.

11.3 Holstime may revise this Agreement for future transactions. Material revisions affecting commercial terms or liabilities shall be identified by a new version and communicated before they become applicable, with renewed affirmative acceptance where legally or operationally required.

12. Governing Law and Dispute Resolution

12.1 This Agreement and disputes arising from Nigerian paid-event organiser settlement shall be governed by the laws of the Federal Republic of Nigeria, without limiting mandatory consumer-protection rights or other non-excludable legal requirements.

12.2 A party raising a contractual dispute shall send written notice describing the issue, relevant transactions and requested remedy. The parties shall first attempt in good faith to resolve the dispute through designated representatives within 14 calendar days after acknowledgment of the notice, or within another period agreed in writing.

12.3 If unresolved, the parties may voluntarily agree to mediation in Lagos State, including remote mediation, on terms mutually agreed in writing. Mediation is not compulsory unless the parties subsequently agree to it. Either party may seek urgent injunctive or protective relief when necessary.

12.4 Subject to courts having mandatory or exclusive jurisdiction by law, the parties submit contractual disputes that cannot be resolved to the courts of competent jurisdiction sitting in Lagos State, Nigeria. Nothing in this clause restricts a customer or regulator from exercising rights or powers under applicable law.

12.5 Nothing in this section prevents either party from seeking urgent relief from a court of competent jurisdiction or exercising any statutory right or remedy available under applicable Nigerian law. Nothing in this Agreement restricts the lawful jurisdiction or powers of any competent court, regulatory authority or consumer protection body.

13. Interpretation and order of precedence

13.1 If a term is held unenforceable, the remaining provisions continue to the extent consistent with applicable law and the central purpose of this Agreement.

13.2 Transaction-specific prices and confirmed checkout terms control the amount charged for that transaction, subject always to law. This Agreement governs the Organiser’s general settlement and payment liability obligations. The parties must resolve an actual conflict in a way that does not remove non-waivable rights.

13.3 References to “Paystack” identify the payment provider used for eligible transactions; Paystack is not made a signatory to this Agreement merely by being named.

14. Affirmative organiser acceptance

14.1 Before using eligible Nigerian paid checkout, an authorised representative of the Organiser must be presented with the full final published Agreement, identifiable by its policy identifier, version and exact content hash, and must affirmatively indicate acceptance. Mere use of a draft, an unmarked pre-ticked box or an unverified database entry does not constitute sufficient evidence of acceptance.

14.2 Holstime shall preserve the genuine accepting user or signatory identity, Organiser/provider identity, actual time, policy version, published content hash and reliable evidence reference, subject to privacy and retention requirements.

14.3 Acceptance of a later version must not be backdated or attributed to an earlier version. No acceptance record should be created before the final document is approved, published and genuinely accepted.