Facility Owner Onboarding Agreement

Version and parties

This Agreement is between MoPlay Tech Ltd, RC 8673118, of No. 4F Kufena Close, Unguwan Rimi, Kaduna, Kaduna State, Nigeria, and the facility owner, operator or authorised representative identified during onboarding. MoPlay and the Facility Owner are each a Party and together the Parties.

For an existing provider, this Agreement takes effect when the provider accepts it electronically or in writing. A provider-specific onboarding schedule or fee addendum may supplement it. A signed addendum controls where it conflicts with this Agreement on a specific commercial term.

Purpose and relationship

MoPlay provides technology, listing, booking, payment-facilitation, communication, support and verification tools.

The Facility Owner remains solely responsible for owning, operating, managing, staffing, maintaining and supervising its premises.

Nothing creates employment, partnership, joint venture, franchise, agency or co-ownership. The Facility Owner has no authority to bind MoPlay.

Provider authority and onboarding

• The person accepting this Agreement confirms that they own the facility or are authorised to bind the owner or operator.
• The Facility Owner must provide accurate business, facility, contact, KYC, bank, settlement, compliance and authorised-user information.
• MoPlay may request reasonable verification and may delay activation or settlement until required checks are completed.
• MoPlay will not ask the Facility Owner to share an account password.

Listings, prices and content

• Keep facility names, addresses, map locations, sports, descriptions, photographs, rules, amenities, prices, opening hours, closures and available slots accurate.
• Review and approve listing information before activation and promptly correct material changes.
• Ensure submitted photographs and content may lawfully be used. The Facility Owner grants MoPlay a non-exclusive licence to display and adapt listing content for operating and marketing the facility listing.
• MoPlay may reject, correct, remove or suspend inaccurate, misleading, unsafe, infringing, unlawful or low-quality listing content.

Availability and off-platform bookings

MoPlay is an additional booking channel and is not exclusive unless the Parties agree otherwise. The Facility Owner may continue accepting calls, WhatsApp, walk-in or other bookings but must promptly block or update corresponding MoPlay slots.

During a valid temporary hold or Confirmed Booking, the Facility Owner must not accept or create a conflicting booking through another channel.

Confirmed Bookings and access

• Honour each Confirmed Booking and provide timely access to the correct facility for the booked date, time, duration and activity.
• Use the platform verification process or booking record where required.
• Do not demand an additional undisclosed facility payment from a customer for the confirmed service.
• Treat customers fairly and professionally and provide reasonable assistance for genuine booking-verification issues.

Temporary holds and Split Sessions

A slot may be temporarily held during checkout or a Split Session Funding Window. A temporary hold is not a Confirmed Booking and expires if the required Facility Amount is not funded.

A fully funded Split Session is treated as one Confirmed Booking regardless of the number of participant transactions. No provider payout is due for an unconfirmed or expired Split Session.

Payment collection and authorisation

The Facility Owner authorises MoPlay and the payment processor to collect customer payments relating to platform bookings and to use subaccounts, split settlements, transfers, manual payouts or another lawful settlement method.

MoPlay may deduct or adjust agreed platform fees, refunds, reversals, duplicate payments, chargebacks, fraud claims, taxes, settlement corrections, processing costs attributable to provider breach and other lawful payment adjustments.

Fees

MoPlay is entitled to the Platform Fee stated in the applicable fee schedule or addendum. Fees may be fixed, percentage-based or a combination.

Unless a signed schedule states otherwise, the Platform Fee is charged once per Confirmed Booking and not once per participant payment.

Customer-facing fees, including the NGN 500 Split Session Service Fee and any Participant Split Payment Fee introduced under the Customer Terms, are separate from the provider Platform Fee, do not form part of the Facility Amount, do not reduce provider payout and are not provider revenue.

No higher post-pilot fee applies automatically. A replacement or increased provider fee must be communicated in writing and accepted or otherwise become effective under a lawful and clearly stated notice mechanism before it applies to future bookings.

Settlement and payout

The Facility Owner must provide valid settlement details and complete required identity, bank and business verification. MoPlay will process eligible provider payouts in accordance with the applicable fee schedule, reconciliation status and payment-processor availability.

MoPlay is not responsible for delays caused by incorrect provider details, bank or network failure, payment-processor review, legal restriction, chargeback, fraud investigation, refund, dispute or events outside reasonable control.

MoPlay will provide reasonable transaction records for reconciliation.

Cancellations, refunds and provider-caused failure

Cancellations and refunds are governed by the customer-facing Refund and Cancellation Policy and any facility-specific rule disclosed before checkout. The Facility Owner acknowledges that consumers may have rights that cannot be excluded.

If the Facility Owner cancels, double-books, closes, misstates availability, denies valid access or cannot provide a Confirmed Booking, MoPlay may refund affected customers and recover the relevant Facility Amount, refunded service fee, payment-processing cost, chargeback, customer remedy, penalty or reasonable administrative cost arising from the provider's act or omission, where lawful.

Safety, maintenance, licences and insurance

• Maintain premises, playing surfaces, equipment, access areas, lighting, sanitation and safety arrangements in a clean, safe and usable condition.
• Comply with applicable permits, taxes, health, safety, employment, insurance and local regulatory obligations.
• Promptly notify MoPlay about closures, hazards, material incidents, government restrictions or conditions affecting bookings.
• The Facility Owner is responsible for supervision and emergency procedures appropriate to its premises and activities.

Provider staff and account security

The Facility Owner controls which authorised staff members access its organisation account. It is responsible for role assignments, access removal, password security and actions taken by authorised users.

Staff must not misuse customer data, share account credentials, falsify availability, verify invalid bookings or access information outside their role.

Customer data and confidentiality

The Facility Owner may use customer data only to fulfil, verify, support and legally document the relevant booking. It must not sell, scrape, repurpose or use customer information for unrelated marketing without an appropriate lawful basis.

Each Party must protect confidential commercial, technical, operational, security and personal information and disclose it only where authorised or legally required.

Reviews, complaints and cooperation

The Facility Owner will cooperate reasonably with booking investigations, refunds, payment disputes, chargebacks, safety reports and consumer complaints. MoPlay may request records reasonably required to resolve a matter.

MoPlay may collect and publish genuine customer reviews, subject to moderation and applicable law. The Facility Owner may report abusive, false or unrelated content for review but cannot require removal merely because feedback is negative.

Taxes

Each Party is responsible for its own taxes, filings, invoices and statutory obligations arising from its revenue and operations. MoPlay may deduct or report taxes where required by law. The Facility Owner should obtain independent tax advice about its booking income and MoPlay settlements.

Intellectual property and branding

MoPlay owns its software, platform, brand, templates, documentation and related intellectual property. The Facility Owner receives a limited, revocable, non-transferable right to use the provider platform during this Agreement.

Neither Party may use the other's trademarks or brand materials outside the listing, agreed marketing or written permissions. Approved co-marketing must be accurate and must not imply ownership, exclusivity or endorsement beyond the actual relationship.

Suspension and termination

MoPlay may suspend a listing, slot, payout, user or account where reasonably necessary for safety, fraud prevention, inaccurate information, unresolved double-booking, legal compliance, customer protection, security or material breach.

Either Party may terminate the relationship on reasonable written notice, subject to honouring or resolving existing Confirmed Bookings, payments, refunds, disputes and legal obligations.

MoPlay may terminate immediately for fraud, unlawful activity, repeated failure to honour bookings, serious safety risk, data misuse or other material breach.

Effect of termination

Termination stops new bookings after the effective date but does not remove rights or obligations relating to earlier transactions, outstanding payouts, refunds, chargebacks, customer remedies, confidentiality, data protection, intellectual property, taxes or disputes.

Liability and indemnity

Nothing excludes liability that cannot lawfully be excluded. Each Party is responsible for losses, claims, refunds or costs caused by its own fraud, wilful misconduct, unlawful act, material breach or negligence.

The Facility Owner will be responsible, to the extent permitted by law, for third-party claims arising from unsafe premises, provider staff conduct, unauthorised content, lack of required licences or failure to provide a Confirmed Booking, except to the extent caused by MoPlay.

Notices and changes

Operational notices may be sent through the platform, dashboard, email or WhatsApp contact provided during onboarding. Formal notices should be sent to the designated business contacts.

MoPlay may update general provider policies for legal, technical, security or operational reasons. A material commercial change affecting an existing provider will not apply retroactively and should be communicated before it applies to future bookings.

A signed provider-specific addendum continues to control its stated term.

Governing law and disputes

This Agreement is governed by the laws of the Federal Republic of Nigeria. The Parties will first attempt good-faith resolution through their designated contacts. Formal disputes may be sent to disputes@moplay.app. Nothing prevents either Party from using a lawful court or statutory remedy.

Acceptance

Acceptance may occur by signature, electronic acceptance or another recorded method that clearly identifies the provider and the agreed version. The provider should retain a copy of this Agreement and every signed fee schedule or addendum.