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CELEBRATEME DIGITAL TECHNOLOGY LTD TERMS OF SERVICE AND CONDITIONS OF USE
Version: 1.0 Effective Date: December 2025 Last Reviewed: April 2026
These Terms of Service ("Terms," "Agreement") constitute a legally binding contract between you ("User," "you," "your") and Celebrateme Digital Technology Ltd, a company duly incorporated under the laws of the Federal Republic of Nigeria (hereinafter referred to as "Celebrateme," "the Company," "we," "us," or "our").
By accessing, downloading, registering on, or using the Celebrateme platform — including any associated mobile applications, APIs, websites, or digital services (collectively, the "Platform") — you unconditionally acknowledge that you have read, understood, and agree to be bound by these Terms in their entirety, together with our Privacy Policy, Acceptable Use Policy, and any other policies published by the Company from time to time, all of which are incorporated herein by reference.
IF YOU DO NOT AGREE TO THESE TERMS IN FULL, YOU MUST IMMEDIATELY CEASE USE OF THE PLATFORM AND CLOSE ANY ACCOUNT YOU MAY HAVE CREATED.
1. Definitions
In these Terms, unless the context otherwise requires, the following expressions shall bear the meanings assigned to them below:
1.1 "Account" means a registered user profile created on the Platform by providing the requisite registration information.
1.2 "Celebrant" means a User who hosts an event, creates a gifting profile, or establishes a celebration page on the Platform for the purpose of receiving gifts from Guests.
1.3 "Content" means all text, images, videos, audio, event listings, usernames, profile information, messages, gift descriptions, and any other material uploaded, posted, transmitted, or otherwise made available through the Platform by any User or the Company.
1.4 "Gift" means a token-denominated contribution made by a Guest to a Celebrant through the Platform in accordance with these Terms.
1.5 "Guest" means a User who participates in a Celebrant's event, celebration, or gifting page, including by sending Gifts.
1.6 "Platform Credit" means the value applied to a Token transaction that reflects the full suite of processing, security, anti-fraud, and platform optimisation services delivered by Celebrateme in connection with that transaction. Platform Credit is not a separate charge but represents the embedded service value that enables seamless, secure gifting on the Platform. [See Clause 8 — Token Economy & Transaction Value Processing.]
1.7 "Token(s)" means the digital units of value used exclusively within the Platform ecosystem to facilitate gifting, reward, and related transactions.
1.8 "Vendor" means a third-party seller or service provider who has been approved to list products or services on the Platform pursuant to a separate Vendor Agreement.
1.9 "Withdrawal" means the conversion of a Celebrant's accrued Token balance into Nigerian Naira (or other approved currency) and its transfer to the Celebrant's verified bank account.
1.10 "NDPR" means the Nigeria Data Protection Regulation 2019, as amended or supplemented from time to time.
1.11 "Governing Law" means the laws of the Federal Republic of Nigeria, including applicable regulations of the National Information Technology Development Agency (NITDA) and the Federal Competition and Consumer Protection Commission (FCCPC).
2. Age Requirements and Eligibility
2.1 Minimum Age. Access to and use of the Platform is strictly limited to individuals who are sixteen (16) years of age or older at the time of registration. Any person below the age of sixteen (16) is absolutely prohibited from creating an Account, using the Platform, or engaging in any transaction on the Platform.
2.2 Age Verification. By registering an Account, you represent and warrant that you are at least sixteen (16) years of age. Celebrateme reserves the right, at its sole discretion and without prior notice, to implement age verification mechanisms including, but not limited to, identity document upload, third-party verification services, or biometric checks. Failure to pass any such verification shall result in immediate Account suspension pending review.
2.3 Parental and Guardian Liability. Where a minor (a person under the age of sixteen (16)) accesses the Platform through misrepresentation of age, or with the actual or constructive knowledge and consent of a parent or legal guardian, such parent or legal guardian shall be jointly and severally liable for:
(a) all actions taken by the minor on the Platform;
(b) all transactions conducted, including Token purchases and Gifts made;
(c) any loss, damage, or liability arising from the minor's use of the Platform.
Celebrateme accepts no liability for harm caused by minors who access the Platform through deceit or with parental facilitation.
2.4 Additional Eligibility. You further represent and warrant that:
(a) you are a natural person capable of entering into legally binding agreements under Nigerian law;
(b) you are not barred from using the Platform under any applicable law;
(c) your use of the Platform does not violate any law, regulation, or contractual obligation binding on you;
(d) any information you provide to the Company is true, accurate, current, and complete.
3. Account Registration
3.1 To access certain features of the Platform, you must create an Account by providing accurate, complete, and current registration information as prompted.
3.2 You are solely responsible for maintaining the confidentiality of your Account credentials. You agree to notify Celebrateme immediately at legal@celebrateme.co upon becoming aware of any unauthorised use of your Account.
3.3 You may not share, sell, transfer, or assign your Account to any third party. Celebrateme shall not be liable for any loss or damage arising from your failure to maintain the security of your Account.
3.4 Celebrateme reserves the right to reject any registration, suspend any Account, or remove any username that it determines, in its sole discretion, to be offensive, misleading, infringing, or otherwise in violation of these Terms.
4. Nature of Services
4.1 Celebrateme operates as a digital gift-giving and event-hosting platform that facilitates connections between Celebrants and Guests through a Token-based gifting economy, gamified engagement features, and event management tools.
4.2 Celebrateme is a platform intermediary. The Company does not independently produce, endorse, or guarantee any Content created by Users, nor does it guarantee the fulfilment of any service offered by Vendors listed on the Platform.
4.3 The Platform may include, from time to time, features such as leaderboards, badges, streaks, real-time event feeds, and social sharing tools. The availability of any particular feature is subject to change at the Company's sole discretion without liability.
5. User Conduct
5.1 You agree to use the Platform solely for lawful purposes and in strict compliance with these Terms and our Acceptable Use Policy.
5.2 You expressly agree that you shall not:
(a) create a false identity or impersonate any person or entity;
(b) use the Platform to facilitate fraud, money laundering, or any other unlawful financial activity;
(c) upload Content that infringes third-party intellectual property rights;
(d) use automated means to access or interact with the Platform without the Company's written consent;
(e) reverse-engineer, decompile, or extract the source code of any portion of the Platform;
(f) exploit any vulnerability or technical loophole for personal gain or to the detriment of other Users.
6. Token Purchases
6.1 Users may acquire Tokens through the Platform's designated payment gateways. Tokens have no monetary value outside of the Platform ecosystem and are not legal tender, currency, or a financial instrument.
6.2 Token pricing is displayed at the time of purchase and may be updated by the Company without prior notice. The displayed price represents the total value of your Token acquisition, inclusive of all applicable Platform Credit (as defined in Clause 1.6).
6.3 Tokens are non-transferable between Accounts except through the Platform's gifting mechanism, and are not redeemable for cash by Guests under any circumstances.
7. Gift Transactions
7.1 When a Guest sends a Gift to a Celebrant, the corresponding Token value is applied to the Celebrant's balance. The net Token value received by the Celebrant reflects the Platform's service tier applied to that Gift (Basic, Standard, Premium, or Luxury), which determines the scope and quality of transaction processing, security, and feature access delivered.
7.2 The Platform Credit embedded in each transaction represents genuine added-value processing and optimisation services — including fraud screening, dispute mediation, real-time broadcasting, and platform infrastructure — that are inherent to the delivery of each Gift on the Platform.
7.3 Users acknowledge and agree that the Platform Credit applied to transactions is a fair and reasonable exchange for the services received, and no User shall have any claim against the Company in respect of the Platform Credit structure.
8. All Purchases Are Final — No Refund Policy
8.1 ALL PURCHASES OF TOKENS ON THE PLATFORM ARE FINAL AND NON-REFUNDABLE. Once a Token purchase has been successfully completed and tokens have been credited to your Account, no refund, chargeback, reversal, or credit shall be issued, except:
(a) where expressly required by applicable Nigerian consumer protection law, including the Federal Competition and Consumer Protection Act (FCCPA) 2018; or
(b) where Celebrateme, in its absolute discretion, determines that a technical error attributable solely to the Platform caused an incorrect charge.
8.2 Users are advised to carefully review all Token purchase selections before confirming payment. The Company shall not be liable for accidental purchases.
8.3 Any chargeback initiated by a User with their bank or payment provider in respect of a completed Token purchase that does not fall within the exceptions in Clause 8.1 shall constitute a breach of these Terms and may result in immediate Account suspension and recovery action.
9. Celebrant Withdrawals
9.1 Withdrawal Schedule. Withdrawal requests submitted by Celebrants are reviewed and approved every Friday of each week (the "Approval Day"). Requests received after close of business on Thursday shall be processed on the following Friday.
9.2 Processing Period. Following approval on the Approval Day, Withdrawal funds shall be transferred to the Celebrant's verified bank account within five (5) to seven (7) working days, subject to banking clearance times and any applicable regulatory checks.
9.3 Minimum Withdrawal Threshold. The Company may, from time to time, set a minimum Withdrawal amount. Current thresholds are published on the Platform and may be updated without prior notice.
9.4 Verification Requirement. Celebrateme reserves the right to require identity and bank account verification before processing any Withdrawal. Unverified accounts may experience extended processing timelines.
9.5 Right to Withhold. Celebrateme reserves the right to delay, withhold, or decline a Withdrawal where:
(a) the Celebrant's Account is under investigation for fraud, breach of these Terms, or any unlawful activity;
(b) there is a pending dispute relating to transactions in the relevant balance;
(c) required verification documents have not been provided.
9.6 Tax Obligations. Celebrants are solely responsible for all applicable tax obligations arising from Withdrawals, including VAT and income tax. Celebrateme does not provide tax advice and will not be liable for any tax assessed on amounts received by Celebrants.
10. Company Intellectual Property
10.1 All intellectual property rights in the Platform — including the Celebrateme brand, logo, software, design, architecture, user interface, and proprietary content — are and shall remain the exclusive property of Celebrateme Digital Technology Ltd. Nothing in these Terms grants you any right, title, or interest therein.
11. User Content Licence
11.1 By uploading or submitting any Content to the Platform, you grant Celebrateme a worldwide, royalty-free, non-exclusive, sublicensable, perpetual licence to use, reproduce, modify, adapt, publish, translate, distribute, and display such Content in connection with the operation, promotion, and improvement of the Platform.
11.2 You represent and warrant that you own or have the necessary rights to grant the licence in Clause 11.1 and that your Content does not infringe any third-party rights.
12. Disclaimer of Warranties
12.1 THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESS OR IMPLIED. CELEBRATEME MAKES NO WARRANTY THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, OR FREE FROM VIRUSES OR OTHER HARMFUL COMPONENTS.
13. Limitation of Liability
13.1 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, CELEBRATEME, ITS DIRECTORS, OFFICERS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR:
(a) any indirect, incidental, consequential, special, or punitive damages;
(b) loss of profits, revenue, data, goodwill, or business opportunities;
(c) damages arising from unauthorised access to or alteration of your transmissions or data;
(d) any failure of third-party payment providers, banks, or telecommunications operators.
13.2 In no event shall the Company's aggregate liability to any User exceed the total amount of Tokens purchased by that User in the twelve (12) months preceding the event giving rise to the claim.
14. Indemnification
14.1 You agree to fully indemnify, defend, and hold harmless Celebrateme and its officers, directors, employees, agents, and licensors from and against any and all claims, damages, losses, costs, and expenses (including reasonable legal fees) arising from:
(a) your use or misuse of the Platform;
(b) your breach of these Terms;
(c) your violation of any applicable law or third-party right;
(d) any Content you submit to the Platform.
15. Suspension and Termination by Celebrateme
15.1 Celebrateme reserves the right, in its sole and absolute discretion, to suspend, restrict, or permanently terminate any Account — with or without prior notice — where the Company reasonably determines that the User has:
(a) violated any provision of these Terms;
(b) engaged in fraudulent, deceptive, or abusive conduct;
(c) created risk or legal exposure for the Company or other Users;
(d) been the subject of a government, regulatory, or law enforcement inquiry;
(e) failed to meet any applicable verification requirement.
15.2 Upon termination, your right to access the Platform ceases immediately. Any uninvested Token balance may be subject to forfeiture if the termination is due to a violation by the User.
16. Termination by User
16.1 You may close your Account at any time by submitting a written request to legal@celebrateme.co. Account closure does not entitle you to any refund of Tokens or cash equivalent thereof.
17. Governing Law
17.1 These Terms shall be governed by and construed in all respects in accordance with the laws of the Federal Republic of Nigeria.
18. Dispute Resolution
18.1 Any dispute, controversy, or claim arising out of or relating to these Terms, the Platform, or any transaction conducted thereon shall first be submitted to Celebrateme's internal dispute resolution process by emailing legal@celebrateme.co.
18.2 If the dispute is not resolved within thirty (30) days of submission, either party may refer the matter to mediation before a mutually agreed-upon mediator in Lagos, Nigeria.
18.3 If mediation fails, the dispute shall be finally resolved by arbitration conducted in accordance with the Lagos Court of Arbitration Rules, with proceedings conducted in the English language in Lagos, Nigeria. The arbitral award shall be final and binding.
18.4 Nothing in this Clause shall prevent Celebrateme from seeking urgent injunctive or equitable relief from a court of competent jurisdiction.
19. Amendments
19.1 Celebrateme reserves the right to amend these Terms at any time. Updated Terms will be published on the Platform with a revised effective date. Continued use of the Platform following publication of amended Terms constitutes acceptance.
20. Severability
20.1 If any provision of these Terms is held invalid, illegal, or unenforceable by a court of competent jurisdiction, the remaining provisions shall continue in full force and effect.
21. Entire Agreement
21.1 These Terms, together with the Privacy Policy, Acceptable Use Policy, and Vendor Agreement (where applicable), constitute the entire agreement between you and Celebrateme with respect to the subject matter hereof.
22. Contact
22.1 All legal enquiries should be directed to: legal@celebrateme.co
By creating an Account or using the Celebrateme Platform, you acknowledge that you have read these Terms of Service in full, that you understand them, and that you agree to be legally bound by them.
Celebrateme Digital Technology Ltd RC Number: 9203610 Registered Address: Lagos, Nigeria Legal Contact: legal@celebrateme.co