These Terms of Service ("Terms") govern access to and use of the APPOD platform, the website located at omniafricagroup.com (and its country- and language-specific subdomains), the internal applications portal at /applications, and every product, feature, contract-engine artifact, and connected service made available by Omni-Africa Group Inc. ("Omni-Africa," "we," "us," "our"), together with its technology and execution partner TechFides. By accessing or using the platform, you agree to these Terms. If you do not agree, do not use the platform.
These Terms are the platform's starting-point contract. Specific engagements — investing, granting, partnering, delivering, submitting a project, taking an internship — are governed by the executed contract for that engagement (NDA, MSA, Investor Subscription Agreement, Project Owner Agreement, Grant Agreement, Partnership Agreement, Joint Venture Agreement, Advisor Agreement, Data Processing Agreement, or Teaming Agreement). Where a signed contract conflicts with these Terms, the signed contract controls for that engagement.
1. What APPOD Is
APPOD (the African Project Portfolio Opportunity Dashboard) is a platform that connects visionary African and Caribbean projects with global investors, donors, and professionals. Every project on the platform passes a six-gate Vetting Gauntlet before any capital moves, and every certified project publishes an ownership register on the Certified Ownership Ledger. APPOD does not, itself, provide investment advice, financial services, banking services, or brokerage services.
2. Who May Use the Platform
You may use the public marketing pages if you are at least 18 years old. To interact with the platform in any capacity that creates legal or financial obligations — investing, granting, submitting a project, becoming a partner, joining the team as staff, contractor, or intern — you must additionally: (a) have legal capacity to enter binding contracts in your jurisdiction; (b) not be a Sanctioned Person (see Section 12); and (c) complete the applicable KYC/KYB (Know Your Customer / Know Your Business) verification performed by TechFides, our verification partner. The internal applications portal is restricted to authorized Omni-Africa staff, partners, and approved counterparties.
3. Accounts, Access, and Credentials
Where the platform provides an account, an access code, or an authentication credential, you are responsible for: keeping it confidential; every action taken through it; and notifying us at security@omniafricagroup.com immediately upon any suspected compromise. Sharing credentials with anyone outside your authorized scope is a material breach of these Terms.
4. Investment and Fundraising Disclaimers
4.1 No Offer
Nothing on the public site constitutes an offer to sell, or a solicitation of an offer to buy, any security, equity interest, or other regulated financial instrument. Actual investment offers are made only in a jurisdiction where they are lawful, only to persons who meet the applicable eligibility criteria (typically accredited investors, qualified purchasers, or the local equivalent), and only through the formal offering documents furnished after execution of the appropriate NDA and Investor Subscription Agreement.
4.2 No Personalized Advice
APPOD, Omni-Africa, and TechFides are not registered investment advisors, broker-dealers, or licensed financial advisors in any jurisdiction unless expressly stated in an executed engagement. Nothing on the platform is personalized investment, legal, tax, or accounting advice. Consult qualified professionals in your jurisdiction before any transaction.
4.3 Risk
Cross-border investment in African and Caribbean projects carries substantial risk, including but not limited to political risk, currency risk, regulatory risk, project-execution risk, and loss of entire principal. The Six-Pillar Filter, the Vetting Gauntlet, and the Certified Ownership Ledger reduce certain categories of risk (misrepresentation, chain-of-title fraud, capital misdirection) but do not eliminate risk. Past project results do not predict future project results.
5. Project Owner Terms
By submitting a project through the platform, you represent and warrant that: (a) you are the lawful owner of the underlying idea, business, or asset, or you have authority from every rightful owner to submit it; (b) the information you submit is accurate; (c) submission does not violate any confidentiality obligation you owe a third party. Timestamped submission attributes authorship to you as of the moment of submission, and that timestamp becomes part of the Certified Ownership Ledger record if the project is certified. Any subsequent transfer of ownership interest in a certified project re-enters the Vetting Gauntlet at Gate 2 (Identity and Ownership Verification) and is not effective on the platform until re-certified.
6. Contracts, NDAs, and E-Signature
The APPOD Contract Engine prepares starting-point contract templates written for the APPOD context (NDA, MSA, Teaming, Partnership, JV, Investor Subscription, Grant, Advisor, Project Owner, Data Processing Agreement). Every template must be reviewed by qualified counsel before use with a real counterparty. Governing law and dispute venue are left as placeholders for counsel to complete based on the deal's jurisdiction. When a contract is sent for e-signature, executed, or archived in the Contract Archive, it is a binding legal instrument between the named parties, governed by its own terms — not by these Terms.
7. Digital Currency and Payments
Where APPOD accepts contributions or payments in stablecoins (currently USDC and USDT), you represent that: (a) you are the lawful owner of the funds; (b) the funds are not the proceeds of any unlawful activity; (c) you understand that stablecoin transactions are irreversible once confirmed on-chain; and (d) you have satisfied any tax reporting obligation in your jurisdiction. Omni-Africa is not a money service business, is not licensed to accept or convert fiat currency without a qualified partner, and reserves the right to refuse or return any transaction that appears to violate applicable law.
8. Confidentiality
Certain content on the platform — most notably confidential acquisition opportunities such as Project Ogooué — is disclosed only after execution of a Mutual NDA prepared through the Contract Engine. You agree not to attempt to circumvent the NDA gate, not to reverse-engineer confidential material from platform metadata, and not to share access with any person who has not executed the applicable NDA.
9. Intellectual Property
APPOD, the APPOD wordmark, Omni-Africa, the Six-Pillar Filter, the Vetting Gauntlet, the Certified Ownership Ledger, the Contract Engine, the Faith & Community Bridge, the TechFides Execution Shield, and Chetu Circles are trademarks and/or protected trade dress of Omni-Africa Group Inc. and its affiliates. All content on the platform — text, graphics, logos, code, contract templates, and article material — is the copyrighted work of Omni-Africa or its licensors, and is protected by international copyright law. You may view the public site for informational purposes and share individual page links; any other reproduction, distribution, framing, scraping, or use for training a machine-learning model requires our prior written consent, except where a formal license is provided (for example, the llms.txt file directs AI crawlers to specifically citable resources).
10. Prohibited Uses
You agree not to: (a) use the platform for any unlawful purpose; (b) submit false, misleading, or fraudulent project information; (c) attempt to gain unauthorized access to the internal applications portal or any restricted content; (d) probe, scan, or test the vulnerability of any platform component without written authorization; (e) transmit any malware, virus, or malicious code; (f) harvest personal data of other users; (g) impersonate any person or entity; (h) launder proceeds of crime or violate anti-corruption law (FCPA, UK Bribery Act, or local equivalent); (i) evade sanctions imposed by the United States, the European Union, the United Kingdom, the United Nations, or the jurisdiction of any host nation.
11. Warranty Disclaimer
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION. WE DO NOT WARRANT THAT ANY PROJECT ON THE PLATFORM WILL SUCCEED, THAT ANY CAPITAL COMMITTED WILL BE RETURNED, OR THAT ANY THIRD-PARTY PARTNER WILL PERFORM AS EXPECTED.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL OMNI-AFRICA, TECHFIDES, THEIR AFFILIATES, DIRECTORS, OFFICERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, LOST PROFITS, LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, ARISING OUT OF OR RELATING TO THESE TERMS OR YOUR USE OF THE PLATFORM, WHETHER IN CONTRACT, TORT, OR OTHER THEORY, EVEN IF ADVISED OF THE POSSIBILITY. OUR AGGREGATE LIABILITY UNDER THESE TERMS SHALL NOT EXCEED THE GREATER OF (A) US$100 OR (B) THE AMOUNT YOU PAID US IN THE TWELVE MONTHS BEFORE THE CLAIM AROSE.
13. Sanctions and Compliance
You represent and warrant that you are not a Sanctioned Person and are not acting on behalf of a Sanctioned Person. "Sanctioned Person" means any person, entity, vessel, or country subject to sanctions administered by the U.S. Office of Foreign Assets Control (OFAC), the U.S. Department of State, the U.S. Department of Commerce, the United Nations Security Council, the European Union, His Majesty's Treasury of the United Kingdom, or any comparable authority in a host nation. Any material breach of this representation is grounds for immediate termination of access and reporting to competent authorities.
14. Indemnification
You agree to indemnify, defend, and hold harmless Omni-Africa, TechFides, and their respective affiliates, directors, officers, employees, contractors, and agents from and against any claim, liability, damage, loss, or expense (including reasonable attorneys' fees) arising out of or relating to (a) your breach of these Terms; (b) your violation of any applicable law; (c) your infringement of any third-party right; or (d) any content or information you submit to the platform.
15. Suspension and Termination
We may suspend or terminate your access to the platform, delete any content you have submitted, and take any other action we consider appropriate, at any time and for any reason, including for suspected violation of these Terms, suspected fraud or misrepresentation, suspected sanctions or anti-corruption violation, or upon reasonable operational need. Sections that by their nature should survive termination — including Sections 4, 8, 9, 11, 12, 13, 14, and 17 — shall survive.
16. Third-Party Links and Services
The platform may link to third-party websites, services, and connected products (for example, DocuSign for e-signature, Vercel for hosting, Hostinger for DNS, custody partners for stablecoin transactions). We are not responsible for the availability, content, or practices of any third-party service, and your use of any third-party service is subject to that party's own terms.
17. Governing Law and Dispute Resolution
These Terms are governed by the laws of the State of Delaware, United States, without regard to conflict-of-law principles. Any dispute arising out of or relating to these Terms shall be resolved by binding arbitration in Wilmington, Delaware, before a single arbitrator under the Commercial Arbitration Rules of the American Arbitration Association, except that either party may seek injunctive relief in a court of competent jurisdiction to protect intellectual property or confidential information. You waive any right to a class action or class arbitration.
18. Changes to These Terms
We may update these Terms from time to time. The updated Terms will be posted at this URL with a revised effective date. For material changes, we will make reasonable efforts to notify registered users. Your continued use of the platform after the effective date of a change constitutes acceptance of the updated Terms.
19. Contact
Questions about these Terms: legal@omniafricagroup.com
Security or credential compromise: security@omniafricagroup.com
General: hello@omniafricagroup.com
20. Entire Agreement
These Terms, together with the Privacy Policy and any executed contract between you and Omni-Africa, constitute the entire agreement between you and us regarding your use of the platform, and supersede any prior understanding.