Association Agreement

AlmaDeck is designed for legitimate membership-based organizations. Eligible associations include:

• Alumni associations of recognized educational institutions
• Student organizations at tertiary institutions
• Professional associations and industry groups
• Affinity groups and community organizations
• Other membership-based organizations approved by AlmaDeck at its sole discretion

AlmaDeck currently serves Nigerian institutions. Eligibility for associations linked to institutions outside Nigeria is subject to AlmaDeck's approved institution list, which may be expanded over time.

AlmaDeck reserves the right to approve, reject, suspend, or permanently remove any Association account at its sole discretion, with or without prior notice, where it determines that eligibility requirements are not met or have ceased to be met.

AlmaDeck provides software infrastructure for association management. The platform currently offers tools including:

• Member registration, approval, and directory management
• Dues collection and financial tracking
• Donation campaigns
• Event creation and management
• Officer administration and governance tools
• Announcements, meeting minutes, and communications
• Digital membership identity and verified membership cards
• Document storage and management

AlmaDeck provides software tools only.

AlmaDeck does not supervise, direct, govern, manage, endorse, control, audit, or verify any Association's operations, decisions, elections, finances, membership policies, fundraising activities, governance, communications, data management practices, or legal compliance. AlmaDeck is not a party to any transaction, dispute, or relationship between an Association and its members.

Feature availability may vary by subscription plan. Current plans and features are described at almadeck.com/pricing. AlmaDeck reserves the right to modify, add, or remove features with reasonable notice to affected Associations.

Each Association is solely and exclusively responsible for:

• Determining and enforcing its own membership eligibility criteria
• Verifying the identity and credentials of its members
• Approving, rejecting, suspending, or removing members
• All governance, elections, and decision-making processes
• Officer appointments, conduct, and oversight
• All communications sent to members through or outside the platform
• Compliance with all applicable laws, including the Nigeria Data Protection Act 2023 (NDPA), applicable tax laws, financial regulations, and any sector-specific obligations
• Financial management, dues policies, and fundraising activities
• Refund decisions for dues and donations
• Ensuring its use of AlmaDeck does not violate any third-party rights

AlmaDeck is not responsible for any loss, liability, claim, or expense arising from an Association's failure to fulfill these responsibilities.

The individual creating an Association account on AlmaDeck represents and warrants that:

• They are duly authorized to act on behalf of the Association
• The Association has the legal capacity to enter into this Agreement
• All information provided during registration is accurate and complete
• They will ensure that officer accounts are used only by authorized individuals

AlmaDeck may request documentation or verification of authority at any time. Failure to provide adequate verification may result in suspension or removal of the Association account.

The Association accepts full liability for any actions taken by authorized representatives or officers acting through the platform on its behalf.

Association officers are granted administrative access to tools and member information necessary to perform legitimate association administration functions.

Member information accessible to officers through the platform includes, but is not limited to:

• Full name and profile information
• Contact information including email address and phone number (where provided by the member)
• Membership status, dues payment history, and join date
• Documents and materials submitted as part of membership

IMPORTANT: Members are informed of officer access to their contact information, including phone numbers, through AlmaDeck's Privacy Policy and membership agreement. Associations must not use member contact information for any purpose outside legitimate association administration.

The Association is solely responsible for:

• Officer conduct and use of member data
• Ensuring officer access is limited to individuals with a legitimate administrative need
• Revoking officer access promptly when an individual's role ends
• Any data exported from the platform and how it is stored, used, or shared
• Communications sent by officers to members
• Ensuring all officer use of member data complies with the NDPA and any other applicable data protection laws

AlmaDeck may suspend officer privileges where misuse, abuse, fraud, unauthorized access, or data protection violations are suspected.

The Association retains full ownership of all Association-specific content, including:

• Member records and membership history
• Association announcements, minutes, and communications
• Events, campaigns, and project content
• Uploaded documents and media files
• Organisation-specific configurations and settings

Individual members retain ownership of their personal profile content.

By using AlmaDeck, the Association grants AlmaDeck a limited, non-exclusive, royalty-free licence to host, store, process, display, transmit, and back up Association content solely to the extent necessary to provide the service. This licence does not permit AlmaDeck to sell, sub-licence, or commercially exploit Association content.

Nothing in this Agreement transfers ownership of Association data to AlmaDeck.

Associations may request exports of their Association-owned data in a commercially reasonable format. Available exports may include member records, membership history, dues records, events, announcements, and uploaded files.

AlmaDeck reserves the right to determine export formats and delivery methods based on technical feasibility and plan level. Export availability may vary by subscription plan.

Associations may request closure of their Association account at any time by contacting support@almadeck.com.

Following a confirmed closure request:

• Data export remains available for thirty (30) days following the closure request
• Association data becomes eligible for deletion after that thirty-day period
• Residual copies in encrypted off-platform backups may persist for up to ninety (90) days before being overwritten in the normal course of backup rotation

Certain records may be retained beyond these periods where required for legal compliance, financial recordkeeping, tax obligations, fraud prevention, or ongoing security investigations. AlmaDeck will handle all retained data in accordance with its Privacy Policy.

AlmaDeck currently offers Free, Standard, and Professional subscription plans. Current features and pricing are described at almadeck.com/pricing. Features, plan names, and pricing may change over time with reasonable notice.

Associations that downgrade from a paid plan to the Free Plan retain their Association data but lose access to paid-tier features.

AlmaDeck may from time to time offer promotional subscription periods (including free trial periods). The terms of any promotion are communicated at the time of the offer. Promotional offers apply to subscription fees only and do not waive, reduce, or modify platform transaction fees on dues or donations. Promotional periods are not guaranteed to be extended or renewed.

AlmaDeck currently charges the following platform fees on transactions processed digitally through the platform:

• 1% platform fee on membership dues collected through AlmaDeck
• 3% platform fee on donations collected through AlmaDeck campaigns

Platform fees apply only to payments processed digitally through AlmaDeck. Offline payments recorded manually by officers (bank transfer, cash, or equivalent) carry no AlmaDeck platform fee.

Additional payment processor fees charged by third-party providers (including Paystack) are separate from AlmaDeck platform fees and are governed by the relevant processor's terms. Members bear Paystack processing fees where the platform's pass-through setting is enabled.

AlmaDeck may revise platform fees upon reasonable notice to Associations. Continued use of the platform following notice of a fee change constitutes acceptance of the revised fees.

The Association is solely responsible for its dues amounts, donation campaign targets, refund policies, and all financial decisions. AlmaDeck does not determine, endorse, or guarantee the financial integrity of any Association's fundraising or dues collection activities.

Refund decisions for dues and donation payments are made solely by the Association. AlmaDeck does not determine refund eligibility, does not process refunds on behalf of Associations, and is not responsible for any refund dispute between an Association and its members or donors.

Associations are solely responsible for communicating their refund policies to members and donors and for honouring those policies.

Payments are processed by third-party payment providers, currently Paystack. AlmaDeck does not store cardholder data (card numbers, expiry dates, or CVV codes) and does not take custody of funds beyond facilitating the routing of transactions through the payment provider.

AlmaDeck's payment integration is designed to comply with PCI DSS SAQ-A requirements. All card data is handled exclusively by Paystack's hosted checkout. The terms and conditions of the applicable payment processor apply independently to all transactions.

AlmaDeck is not liable for payment processor outages, failures, delays, fraud, chargebacks, or disputes.

AlmaDeck does not guarantee uninterrupted service, specific uptime levels, error-free operation, or the continued availability of any particular feature. The service is provided on an "as available" basis.

AlmaDeck may suspend access to all or part of the platform for maintenance, upgrades, or to address security issues, with or without prior notice. AlmaDeck will use reasonable efforts to minimize disruption where planned maintenance is required.

AlmaDeck may enable or disable payment functionality platform-wide (for example, pending payment provider approval or regulatory compliance). Where payment features are temporarily unavailable, AlmaDeck will communicate this through the platform. Associations are not entitled to compensation for any period during which payment features are unavailable.

Associations may display their own names, logos, and branding where supported by the platform. AlmaDeck branding, platform attribution, and identification may appear across all plans and services.

No Association is entitled to remove AlmaDeck branding from platform-generated content, certificates, ID cards, receipts, or communications unless expressly authorised by AlmaDeck in writing.

AlmaDeck may identify the Association as a participating organization on its website, in directories, and in general marketing materials (for example, listing the Association name in a customer directory).

Use of an Association's logo, detailed description, or name in case studies, testimonials, or promotional campaigns requires the Association's prior written consent or explicit opt-in.

Associations may withdraw consent for marketing use at any time by providing written notice to support@almadeck.com. Withdrawal of consent applies to future use only and does not require AlmaDeck to remove already-published general references.

The Association and its officers shall not use AlmaDeck to:

• Engage in any unlawful activity or facilitate illegal conduct
• Commit or facilitate fraud, misrepresentation, or identity theft
• Impersonate another organization or create a misleading association
• Harass, intimidate, or abuse members or other users
• Conduct phishing, scams, or unauthorized data collection
• Distribute malware, spam, or unsolicited communications
• Violate any applicable data protection laws, including the NDPA
• Circumvent or attempt to circumvent platform security controls
• Use the platform for any purpose that damages AlmaDeck's reputation or the interests of other Associations or their members

AlmaDeck reserves the right to investigate suspected violations and to take any action it deems appropriate, including suspension, removal, or referral to law enforcement authorities.

AlmaDeck may suspend or remove an Association account, with or without prior notice, where it reasonably believes the Association has:

• Materially breached this Agreement or the Terms of Service
• Engaged in fraud, misrepresentation, or unlawful conduct
• Misused member data or violated the Privacy Policy
• Engaged in conduct that threatens platform security, integrity, or reputation
• Failed to maintain minimum eligibility requirements

Where circumstances permit, AlmaDeck will provide notice and a reasonable opportunity to remedy the breach before taking action. AlmaDeck is not liable for any loss arising from a suspension or removal carried out in good faith under this clause.

Following removal, the Association's data export rights under Section 7 and the data deletion timeline under Section 8 apply.

To the fullest extent permitted by applicable law, AlmaDeck's total aggregate liability to the Association under or in connection with this Agreement shall not exceed the total subscription fees paid by the Association to AlmaDeck in the three (3) months immediately preceding the event giving rise to the claim.

AlmaDeck shall not be liable for:

• Governance disputes, membership disputes, or election disputes within the Association
• Officer conduct, decisions, or misuse of member data
• Financial losses arising from the Association's own decisions or activities
• Payment processor failures, delays, fraud, or chargebacks
• Third-party service failures (including Supabase, Vercel, Cloudflare, Resend, UploadThing, Inngest, or Sentry)
• Data loss caused by third-party infrastructure failures beyond AlmaDeck's reasonable control
• Any indirect, consequential, special, incidental, or punitive damages, loss of profit, loss of revenue, loss of data, or loss of goodwill, whether arising in contract, tort, or otherwise

Nothing in this Agreement limits liability for death or personal injury caused by negligence, fraud, or fraudulent misrepresentation, or any other liability that cannot be excluded or limited under Nigerian law.

The Association agrees to indemnify, defend, and hold harmless AlmaDeck, BrownDollar Digital Media Ltd, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• The Association's use of the platform
• The Association's breach of this Agreement or any applicable law
• Officer conduct or misuse of member data
• Any dispute between the Association and its members or third parties
• Any content uploaded or published by the Association through the platform

Each party shall comply with its respective obligations under the Nigeria Data Protection Act 2023 (NDPA) and any applicable data protection regulations.

The Association acts as an independent data controller in respect of its members' personal data. AlmaDeck processes member data on behalf of the Association solely to provide the service, as described in the AlmaDeck Privacy Policy.

The Association is solely responsible for ensuring it has a lawful basis for collecting and processing member data through the platform, for informing members of how their data will be used (including officer access to contact information), and for handling member data requests in accordance with applicable law.

AlmaDeck processes personal data in accordance with its Privacy Policy, which is available at almadeck.com/privacy.

This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria. The parties submit to the exclusive jurisdiction of the courts of Nigeria for the resolution of any dispute arising under or in connection with this Agreement.

Before initiating formal proceedings, the parties agree to use reasonable efforts to resolve any dispute through good-faith negotiation for a period of not less than thirty (30) days from the date one party notifies the other of the dispute.

AlmaDeck may modify this Agreement from time to time to reflect changes in the platform, applicable law, or business operations. Material changes will be communicated through the platform and/or by email to the Association's registered contact at least fourteen (14) days before taking effect.

Continued use of AlmaDeck following the effective date of a revised Agreement constitutes the Association's acceptance of the revised terms. If the Association does not accept the revised Agreement, it must discontinue use of the platform and may request closure of its account under Section 8.

Entire Agreement: This Agreement, together with the AlmaDeck Terms of Service and Privacy Policy, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements, representations, and understandings relating to that subject matter.

Severability: If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

No Waiver: Failure by either party to enforce any provision of this Agreement shall not constitute a waiver of that party's right to enforce it in the future.

Relationship of Parties: Nothing in this Agreement creates a partnership, agency, employment, or joint venture relationship between AlmaDeck and the Association.

Force Majeure: Neither party shall be liable for any failure or delay in performance caused by circumstances beyond its reasonable control, including acts of God, government action, internet or infrastructure outages, civil unrest, or natural disasters, provided the affected party notifies the other promptly and uses reasonable efforts to mitigate the impact.

Questions regarding this Agreement may be directed to:

AlmaDeck Support
BrownDollar Digital Media Ltd
Email: support@almadeck.com
Website: almadeck.com