TERMS AND CONDITIONS OF USE

1. INTRODUCTION

Welcome to Greenleaf Insurance Brokers ("Company," "Greenleaf," "we," "us," or "our").

1.1 LEGAL STATUS AND REGULATORY DISCLOSURE

1.2 Greenleaf Insurance Brokers is a duly registered insurance brokerage company operating under the laws of the Federal Republic of Nigeria.

1.3 Greenleaf operates subject to the regulatory supervision of the National Insurance Commission (NAICOM) pursuant to the Insurance Act, applicable NAICOM Guidelines, Circulars, and Regulations as amended from time to time.

1.4 Greenleaf is NOT:

• • An insurer
• • A reinsurer
• • A guarantor of any policy
• • A claims-paying institution

1.5 All insurance policies are underwritten exclusively by licensed insurance companies approved by NAICOM.

1.6 Nothing in this Agreement shall be construed as creating any insurer liability on the part of Greenleaf.

2. ABOUT GREENLEAF INSURANCE BROKERS

Greenleaf Insurance Brokers operates as an independent insurance brokerage company. We:

• • Facilitate insurance quotations
• • Provide insurance advisory services
• • Arrange coverage with licensed insurance carriers
• • Assist with policy servicing and claims facilitation

We are not the risk carrier. Insurance policies are underwritten by third-party insurers subject to their own terms and conditions.

3. ACCEPTANCE OF TERMS

By accessing our website, requesting a quotation, submitting documentation, or instructing us to place insurance, you:

• • Enter into a legally binding agreement with Greenleaf
• • Waive any argument of non-awareness

These Terms and Conditions of Use ("Terms") govern your access to and use of:

• • Our website located at [www.greenleafib.com]
• • Any affiliated portals, mobile applications, digital platforms
• • Client dashboards and quote tools
• • Communications, including email, SMS, or online chat
• • Any services provided by Greenleaf Insurance Brokers

By accessing or using our services, you agree to be legally bound by these Terms. If you do not agree, you must discontinue use immediately.

4. ELIGIBILITY

By using our services, you represent and warrant that:

• • You are at least 18 years of age (or legal age in your jurisdiction)
• • You have legal capacity to enter into binding agreements
• • All information you provide is accurate and complete
• • You are acting on your own behalf or have proper authority

We reserve the right to refuse service at our discretion.

5. NO GUARANTEE OF COVERAGE

Submission of an application or request for quotation does not guarantee:

• • Acceptance by an insurer
• • Issuance of a policy
• • Specific premiums
• • Particular coverage terms

Coverage only becomes effective upon:

• • Formal acceptance by the insurer
• • Issuance of policy documentation
• • Payment of required premiums
• • Accept that continued use constitutes acceptance of amendments

If you disagree with any provision, you must immediately cease use.

6. CLIENT DUTY OF DISCLOSURE (UBERRIMAE FIDEI)

6.1 Insurance contracts in Nigeria operate on the doctrine of utmost good faith.

6.2 You are under a strict and continuous duty to disclose ALL material facts that may influence an insurer's underwriting decision.

6.3 Failure to disclose, misrepresentation, or concealment (whether intentional or negligent) may result in:

• • Policy avoidance ab initio
• • Claim repudiation
• • Premium forfeiture
• • Regulatory reporting
• • Civil and/or criminal liability

6.4 Greenleaf bears NO responsibility for losses arising from your failure to provide full and accurate disclosure.

7. NO BINDING AUTHORITY

7.1 Greenleaf does NOT have binding authority unless expressly confirmed in writing.

7.2 No oral statement, email, WhatsApp message, or informal communication shall:

• • Bind any insurer
• • Create interim coverage
• • Amend policy terms

7.3 Coverage becomes effective ONLY when:

• • The insurer issues formal documentation; AND
• • Full premium is received and cleared (unless expressly agreed otherwise in writing).

8. PREMIUM PAYMENT CONDITIONS

8.1 Pursuant to Nigerian law and NAICOM guidelines:

• • Insurance is "No Premium, No Cover."
• • Cover does not attach until full premium is paid.

8.2 Premium paid to Greenleaf is deemed received on behalf of the insurer only when:

• • Funds are cleared in our designated account; AND
• • Payment confirmation is issued.

8.3 Greenleaf shall not be liable for:

• • Bank delays
• • Failed transfers
• • Reversed transactions
• • Fraudulent third-party payment interference

9. LIMITATION OF BROKER LIABILITY

9.1 To the maximum extent permitted under Nigerian law, Greenleaf's liability shall be strictly limited to:

• • Direct losses caused solely by proven gross negligence of the Broker.

9.2 Under no circumstances shall Greenleaf be liable for:

• • Indirect loss • Consequential loss • Loss of profit • Loss of opportunity • Loss of goodwill • Business interruption • Loss arising from insurer insolvency • Delayed claims settlement • Regulatory penalties imposed on the Client

9.3 Maximum aggregate liability shall not exceed:

• • The total brokerage commission earned by Greenleaf in respect of the specific policy giving rise to the claim.

10. INSURER SOLVENCY DISCLAIMER

10.1 Greenleaf does not guarantee the financial solvency of any insurer.

10.2 Placement with a NAICOM-licensed insurer does not constitute a guarantee of:

• • Solvency • Claims-paying ability • Ongoing regulatory compliance

10.3 In the event of insurer liquidation, insolvency, or regulatory intervention, Greenleaf shall bear no liability whatsoever.

11. CLAIMS HANDLING DISCLAIMER

11.1 Greenleaf will assist in claims facilitation.

11.2 The insurer retains sole and absolute discretion to:

• • Approve or decline claims • Interpret policy terms • Apply exclusions • Determine quantum

11.3 Greenleaf shall not be liable for:

• • Claim rejection • Partial settlement • Delay in settlement • Disputes arising from policy wording

12. INDEMNITY BY CLIENT

You agree to fully indemnify and hold harmless Greenleaf, its directors, officers, staff, and representatives against: • Claims arising from inaccurate disclosures • Fraud or misrepresentation • Breach of Nigerian law • Regulatory investigations triggered by your conduct • Third-party claims related to your insurance. This indemnity survives termination.

13. ANTI-MONEY LAUNDERING (AML) & KYC COMPLIANCE

13.1 In compliance with Nigerian AML laws and regulatory requirements, Greenleaf may: • Request identification documents • Verify beneficial ownership • Conduct enhanced due diligence • Report suspicious transactions.

13.2 We reserve the right to: • Refuse transactions • Delay placement • Freeze processing • Terminate relationships. Without liability where required by law.

14. ELECTRONIC COMMUNICATION & DIGITAL RECORDS

By engaging with Greenleaf, you consent to: • Electronic delivery of policy documents • Digital signatures • Email/SMS/WhatsApp communication. Electronic communications satisfy legal requirements for written communication where permitted by law and records shall be legally admissible and binding.

15. PRIVACY AND DATA PROTECTION (NDPR COMPLIANCE)

Greenleaf processes personal data in accordance with: • The Nigeria Data Protection Regulation (NDPR) • Applicable data protection laws. Your use of our services is also governed by our Privacy Policy. We may collect: • Personal information • Financial information • Claims history • Risk-related data. Information may be shared with: • Insurers • Reinsurers • Claims administrators • Regulatory authorities where required. We implement reasonable safeguards but cannot guarantee absolute security.

16. INTELLECTUAL PROPERTY

All content on our website, including: • Text • Logos • Branding • Graphics • Software • Documents. Is owned by or licensed to Greenleaf Insurance Brokers and protected by applicable intellectual property laws. You may not: • Copy • Reproduce • Distribute • Modify • Reverse engineer without prior written consent.

17. PROHIBITED USES

You agree not to: • Submit false or fraudulent information • Attempt unauthorized access to systems • Use automated scraping tools • Disrupt or interfere with services • Engage in unlawful activities. Violation may result in termination and possible legal action.

18. THIRD-PARTY LINKS AND SERVICES

Our website may contain links to third-party websites. We: • Do not control third-party content • Are not responsible for external privacy practices • Do not endorse third-party services unless expressly stated. Use of third-party sites is at your own risk.

19. LIMITATION OF LIABILITY

To the fullest extent permitted by law, Greenleaf Insurance Brokers shall not be liable for: • Indirect damages • Consequential damages • Loss of profits • Loss of data • Business interruption. Our total liability arising from any claim shall not exceed the greater of: • The fees paid by you to Greenleaf in the preceding 12 months; or • The minimum amount permitted under applicable law. Nothing in these Terms excludes liability where exclusion is prohibited by law.

20. INDEMNIFICATION

You agree to indemnify and hold harmless Greenleaf Insurance Brokers, its directors, officers, employees, and agents from any claims, damages, losses, liabilities, or expenses arising from: • Your breach of these Terms • Your misuse of services • Inaccurate information provided • Violation of law.

21. CLAIMS HANDLING DISCLAIMER

Greenleaf may assist in facilitating claims but: • The insurer makes final claim determinations • We do not guarantee claim approval • Coverage decisions rest solely with the underwriting insurer.

22. REGULATORY STATUS

Greenleaf Insurance Brokers operates subject to applicable insurance regulatory authority in its jurisdiction(s) of operation. Licensing details are available upon request. We may share data with: • Insurers • Reinsurers • Loss adjusters • Regulatory authorities • Law enforcement agencies. You waive claims arising from lawful data disclosures.

23. REGULATORY COMPLAINT PROCEDURE

23.1 Complaints should first be submitted in writing to Greenleaf. 23.2 If unresolved, complaints may be escalated to the National Insurance Commission (NAICOM) in accordance with its dispute resolution framework. 23.3 Nothing herein limits NAICOM's statutory oversight powers.

24. FRAUD WARNING

Insurance fraud is a criminal offence under Nigerian law. Greenleaf reserves the right to: • Report suspected fraud • Cooperate with law enforcement • Share evidence with insurers and regulators.

25. SUSPENSION AND TERMINATION

We may immediately suspend or terminate services where: • Fraud is suspected • Regulatory issues arise • Payment default occurs • False information is detected • There is reputational risk. Without prior notice and without liability.

26. FORCE MAJEURE

Greenleaf shall not be liable for failure or delay due to: • Government action • Regulatory intervention • Civil unrest • Cyberattacks • Power outages • Telecommunications failure • Banking system disruptions.

27. GOVERNING LAW AND JURISDICTION

These Terms shall be governed exclusively by the laws of the Federal Republic of Nigeria. All disputes shall be subject to the exclusive jurisdiction of the High Courts of Nigeria.

28. DISPUTE RESOLUTION

At our discretion, disputes may first be submitted to: - Mediation - Arbitration - Insurance Ombudsman (where applicable).

29. SEVERABILITY

If any provision is invalid under Nigerian law, remaining provisions remain enforceable.

30. AMENDMENTS

Greenleaf reserves the unrestricted right to amend these Terms at any time without prior notice. Updated versions become binding upon publication.

31. ENTIRE AGREEMENT

These Terms constitute the entire agreement between you and Greenleaf Insurance Brokers and supersede all prior discussions, representations, or communications.