telebirr MERCHANT AGREEMENT

BETWEEN ETHIO TELECOM AND MERCHANT

This agreement ("the Agreement") is entered as of ………………….../2022 in Addis Ababa, Ethiopia by and
between ethio telecom, a company duly organized Federal Democratic Republic of Ethiopia, with its principal
office located at Addis Ababa Churchill Road, with offices located at Arada sub city, Kebele 01/02 hereinafter
referred to as “ethio telecom”
And

_________________________________________ an organization organized and existing under the laws

in____________________________ house number________ PO.BOX. _______Tel ________________
(hereinafter referred to as “Merchant”)

Ethio telecom and the Merchant shall hereinafter jointly be referred as “parties” and individually as a “party”.

NOW, THE PARTIES HEREIN AGREE AS FOLLOWS:

1. PURPOSE OF THE AGREEMENT
The applicant desires to use ethio telebirr service platform for receiving payment of goods and/or services
from customers.

2. RIGHT AND OBLIGATION OF ETHIO TELECOM

Ethio telecom shall:

2.1. Grant secures access rights to the telebirr Portal through which the Merchant may manage its telebirr
account. For the avoidance of doubt the telebirr Portal is proprietary and any material downloaded from
it is confidential information
2.2. Reserve the right, if required by law, to hold funds beyond the normal distribution period for transactions
that it reasonably deems suspicious in regards to money laundering, fraud and other criminal activities
2.3. Credit the Merchant’s telebirr Merchant Account with E-money upon receipt of E-Money paid through
telebirr system
2.4. Not be responsible for any damage to rights, goodwill or any monetary value for merchant’s business
other than intentional fault.

3. RIGHT AND OBLIGATION OF THE MERCHANT

The Merchant Shall; -
3.1. Get the service free of charge if it is proximity merchant. But if it is online merchant it will pay 0.5% of
the transaction value as service charge. Ethio telecom will notify the merchant when these tariffs
changed.
3.2. Provide ethio telecom with the necessary merchant engagement requirement (KYC) documents to get
its merchant account activated
3.3. Provide all information in relation to the products purchased, sold or for any charges, taxes or other
duties relating to the transactions.
3.4. Reconcile payments received on the telebirr system through the telebirr Merchant Account;
3.5. Promptly issue to the customer a receipt for each Payment made.
3.6. Provide first line customer service support to customers making Payment.
3.7. Initiate withdrawal request instructions from telebirr system for redemption of accrued E-money.
3.8. Shall get support by contacting contact center for any support.
3.9. Not be allowed to make cash related transactions unless registered as an agent.
3.10. Report any suspicious fraudulent activities/transactions to ethio telecom using the appropriate
channels and forms such as e-mail, fax, written letter and other channels that will be communicated
by ethio telecom from time to time.
3.11. Not enter false/wrong transaction data or amount.
3.12. be liable for any wrong customer data entry, wrong charging/overcharging of customer.

4. REVERSALS

The Merchant shall within a reasonable period initiate and complete reversal transactions where a payment
made to it is clearly made in error or otherwise. Where the two parties fail to agree on the reversal, Ethio
telecom may at its own discretion mediate to resolve the disagreement.

5. CONFIDENTIALITY
Each party undertakes and warrants that it will treat as confidential all information related to and received
from the other party, which it acquires as a result of the operation of this Agreement. It shall not use the
information obtained for its own or third party’s advantage.

6. LIMITATION OF LIABILITY
Ethio telecom shall not be liable to the Merchant or any other person where:
6.1 The Customer has entered incorrect details and the payment is made to the wrong merchant.
6.2 The Merchant’s hardware, software or service is not functioning properly
6.3 The transaction is suspicious or fraudulent resulting in losses to a third party.
6.4 The transaction details received do not contain the correct information.
6.5 The Merchant’s receipt of funds is intercepted by legal process or other hindrance restricting the transfer;
6.6 Unforeseen circumstances prevent the execution of a transaction despite any reasonable precautions
taken by ethio telecom.

7. SUSPENSION

Ethio telecom may, with reasonable notice where practicable, suspend the availability of the service to the
merchant wholly or partially for any valid reason, including without limitation, where:
7.1 The service is used in a manner contrary to the representations made by Ethio telecom to the
Merchant or in a manner inconsistent with the conditions of any regulatory approval granted to the
merchant;
7.2 Investigations are contemplated or ongoing and ethio telecom reasonably believes that suspension of
the service is likely to facilitate the investigations;
7.3 Any regulatory approval for the Service granted to the Merchant is subsequently revoked or expires.

8. ANTI-MONEY LAUNDERING (AML) & COUNTER TERRORIST FINANCING (CTF)

The Merchant shall comply with all applicable anti-money laundering (AML) and counter terrorist financing
(CTF) Laws of the country, designed to prevent money laundering and terrorist financing.

9. TERMINATION
9.1 Either Party may terminate the agreement by giving thirty (30) days prior written notice irrespective of
whether the other Party is in material breach of this Agreement.
9.2 Ethio telecom may terminate this Agreement immediately if the Merchant uses or is reasonably
suspected of using the tele birr Service in furtherance of any unlawful or criminal activity or for any
conduct prohibited under Article 10.
9.3 Up on termination of this contract, the merchant shall return all the resources provided by Ethio telecom
as per the contractual agreement. Equipment’s provided for free or for a specific period and get expired
will not be returned to tele birr.
9.4 Ethio telecom may terminate this Agreement with immediate effect if the telebirr Merchant Account
remains inactive or dormant continuously for a period of 12 months. For avoidance of doubt, an ‘inactive
or dormant tele birr Merchant Account includes one which has not received any payments from
customers for a continuous period of 12 months.
9.5 When the account gets closed, the merchant shall immediately cease to operate in the name of tele birr.

10. PROHIBITED USAGE & CONDUCT

The Merchant agree not to use the Services to;
10.1 Conduct anything that is unlawful, harmful, threatening, abusive, harassing tortuous, defamatory,
vulgar, obscene, libelous, invasive of another’s privacy, hateful, or racially, ethnically or otherwise
objectionable or criminal;
10.2 Conduct any activity that infringes any intellectual property rights;
10.3 Conduct any business that interferes with or disrupts the Service or servers or Networks connected to
the Service, or disobeys any requirements, procedures, policies or regulations of networks connected
to the Service;
10.4 Conduct any business that intentionally or unintentionally violates any applicable local or international
law or regulation;
10.5 Aggregate payments or create collection accounts on behalf of third party persons without the written
consent of Ethio telecom and the consent of the third party.

11. TERM AND RENEWAL OF THE CONTRACT

This Contract is signed on ___________ and shall remain valid for one year. The Contract will be considered
as tacitly renewed for another one-year period unless terminated by either of the Parties by three months’
prior notice, before the end of the first period.

12. NOTICES
All notices of this Contract shall be sent by e-mail, fax or written letter, by the addresses defined in this
Contract, unless otherwise explicitly defined in this Contract.

13. ENTIRETY OF THE AGREEMENT

Ethiopian Civil Code and other applicable Ethiopian laws shall apply to this agreement, its implementation,
its interpretation and to other provisions not expressing stated.

Signed for and on behalf of Signed for and on behalf of

Ethio teleom the merchant

Name _______________________ Name ____________________

Title__________________________ Title__________________________

Signature__________________ Signature__________________

Date __________________ Date _________________