Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and the Namibia Regulatory Sandbox operated by the Bank of Namibia and NAMFISA ("Lancr," "we," "us," or "our").

By accessing or using the Lancr platform, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

If you do not agree to these Terms, you must not access or use our services.

2. Definitions

"Platform"

The Lancr Regulatory Sandbox web platform and all associated services, tools, and APIs.

"Digital Sandbox"

The technical testing environment with synthetic data, available to all registered users.

"Regulatory Sandbox"

The live testing program with real consumers under BON and NAMFISA supervision.

"Participant"

An entity approved for testing in the Regulatory Sandbox.

"Innovation"

The financial product, service, or business model being tested in the sandbox.

"Testing Agreement"

The formal agreement governing live testing in the Regulatory Sandbox.

3. Eligibility

3.1 General Eligibility

To use the Platform, you must:

• Be at least 18 years of age
• Have the legal capacity to enter into binding contracts
• Represent a registered legal entity (for Regulatory Sandbox participants)
• Not be prohibited from using the services under applicable laws
• Not have been previously suspended or banned from the Platform

3.2 Regulatory Sandbox Eligibility

To participate in the Regulatory Sandbox, you must additionally:

• Operate in or intend to operate in Namibia's financial services sector
• Offer a genuine innovation that cannot be tested under existing regulations
• Meet the sandbox entry requirements set by BON and NAMFISA
• Pass fit-and-proper assessments
• Maintain appropriate financial resources

4. Account Registration

4.1 Account Creation

To access certain features, you must create an account by providing:

• Accurate and complete registration information
• A valid email address
• Organization details (if applicable)
• KYC documentation (for Regulatory Sandbox applicants)

4.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Notifying us immediately of any unauthorized access
• Implementing appropriate security measures (e.g., strong passwords, MFA)

4.3 Account Accuracy

You must keep your account information up to date. Providing false or misleading information may result in account termination and disqualification from the sandbox.

5. Services Provided

5.1 Digital Sandbox Services

We provide:

• Access to synthetic Namibian financial datasets
• Mock APIs (NAMIIS, NAMCLEAR, NAMQR)
• Pre-configured testing environments
• Vendor marketplace access
• Technical documentation and support

5.2 Regulatory Sandbox Services

For approved participants, we provide:

• Structured testing framework
• Dedicated case officer support
• Regulatory waivers and relaxations (where applicable)
• Monitoring and reporting tools
• Exit pathways to full licensing

5.3 Service Availability

We strive for 99.9% uptime as outlined in our Service Level Agreement. However, we do not guarantee uninterrupted access and reserve the right to suspend services for maintenance, updates, or security reasons.

6. User Obligations

6.1 Compliance

You agree to:

• Comply with all applicable laws and regulations
• Adhere to sandbox conditions and testing agreements
• Cooperate with regulatory monitoring and oversight
• Report any breaches or non-compliance immediately
• Maintain appropriate insurance and safeguards

6.2 Data Usage

You agree to:

• Use synthetic data only within the Platform
• Not attempt to identify real individuals from synthetic data
• Not share, sell, or redistribute platform data
• Protect consumer data with appropriate security measures
• Comply with data protection laws (GDPR, POPIA, etc.)

6.3 Testing Conduct

Regulatory Sandbox participants must:

• Test only the approved innovation
• Stay within agreed testing parameters (consumer limits, transaction volumes)
• Submit progress reports on schedule
• Notify regulators of material changes
• Implement appropriate consumer safeguards

6.4 Intellectual Property Respect

You agree to:

• Respect our intellectual property rights
• Not reverse engineer or decompile platform components
• Use our trademarks only with prior written permission
• Not create derivative works based on our platform

7. Intellectual Property

7.1 Our IP

All intellectual property rights in the Platform, including but not limited to software, designs, text, graphics, logos, and trademarks, are owned by or licensed to Lancr, BON, and NAMFISA.

These Terms do not grant you any right, title, or interest in our intellectual property, except for the limited right to use the Platform as described herein.

7.2 Your IP

You retain all intellectual property rights in your Innovation, business information, and confidential data submitted to the Platform.

By using the Platform, you grant us a limited, non-exclusive license to use your submitted information solely for the purpose of:

• Evaluating your sandbox application
• Providing platform services
• Regulatory oversight and compliance monitoring
• Aggregated, anonymized policy research

7.3 Confidentiality

We will treat your non-public business information as confidential, subject to:

• Disclosure requirements under Namibian law
• Sharing with BON and NAMFISA for regulatory purposes
• Information that becomes publicly available through no fault of ours

8. Fees and Payment

8.1 Digital Sandbox

The Digital Sandbox is provided free of charge to all registered users.

8.2 Regulatory Sandbox Fees

Participation in the Regulatory Sandbox requires:

• Application Fee: N$5,000 (non-refundable)
• Monthly Monitoring Fee: N$2,500 during active testing

8.3 Payment Terms

• Fees are payable in Namibian Dollars (NAD)
• Application fees are due upon submission
• Monthly fees are billed in advance
• Late payments may result in suspension of services
• No refunds for partial months or early exit

8.4 Fee Changes

We reserve the right to modify fees with 60 days' notice. Changes will not affect existing testing agreements until renewal.

9. Prohibited Activities

You must not:

Violation of these prohibitions may result in immediate termination, legal action, and referral to regulatory authorities.

10. Termination

10.1 Termination by You

You may terminate your account at any time by:

• Submitting a termination request through the Platform
• Emailing support@sandbox.lancr.org

Regulatory Sandbox participants must follow the exit procedure in their Testing Agreement.

10.2 Termination by Us

We may suspend or terminate your access immediately if:

• You breach these Terms or applicable laws
• You fail to pay fees when due
• You violate sandbox conditions
• Your conduct poses a risk to consumers or the financial system
• Required by regulatory authorities

10.3 Effect of Termination

Upon termination:

• Your right to access the Platform ceases immediately
• You must cease all testing activities
• You must delete all platform data in your possession
• Outstanding fees remain due and payable
• Provisions that should survive (indemnification, liability, etc.) remain in effect

10.4 Data After Termination

We will retain your data as required by law (typically 7-10 years for regulatory records). You may request data export before termination subject to our Privacy Policy.

11. Disclaimers and Warranties

12. Limitation of Liability

13. Indemnification

You agree to indemnify, defend, and hold harmless Lancr, BON, NAMFISA, and their respective officers, directors, employees, and agents from any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your use of the Platform
• Your violation of these Terms
• Your violation of any law or regulation
• Your Innovation and its testing
• Any harm to consumers caused by your actions
• Your infringement of any intellectual property or other rights

We reserve the right to assume exclusive defense and control of any matter subject to indemnification, at your expense.

14. Dispute Resolution

14.1 Informal Resolution

Before initiating formal proceedings, parties agree to attempt to resolve disputes informally by contacting legal@sandbox.lancr.org with a detailed description of the issue.

14.2 Mediation

If informal resolution fails, disputes shall be referred to mediation under the rules of the Namibian Arbitration Association before proceeding to litigation.

14.3 Arbitration

For commercial disputes exceeding N$100,000, parties agree to binding arbitration in Windhoek, Namibia, under the Arbitration Act of 1965.

15. Governing Law and Jurisdiction

15.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the Republic of Namibia, without regard to conflict of law principles.

15.2 Jurisdiction

You irrevocably submit to the exclusive jurisdiction of the High Court of Namibia in Windhoek for all disputes arising from or related to these Terms or the Platform.

15.3 Regulatory Authority

Nothing in these Terms affects the supervisory or enforcement powers of BON, NAMFISA, or other regulatory authorities under applicable financial services laws.

16. Changes to These Terms

We may modify these Terms from time to time to reflect changes in our services, legal requirements, or operational practices.

16.1 Notice of Changes

We will notify you of material changes by:

• Email to your registered address
• Prominent notice on the Platform
• In-app notification

16.2 Effective Date

Changes take effect 30 days after notification, except:

• Changes required by law (effective immediately)
• Changes that benefit users (effective immediately)
• Security-related changes (effective immediately)

16.3 Acceptance

Continued use of the Platform after the effective date constitutes acceptance of the modified Terms. If you do not agree, you must discontinue use and may terminate your account.

17. Miscellaneous Provisions

17.1 Entire Agreement

These Terms, together with our Privacy Policy and any Testing Agreement, constitute the entire agreement between you and Lancr regarding the Platform.

17.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full effect.

17.3 Waiver

Our failure to enforce any provision of these Terms does not constitute a waiver of that provision or our right to enforce it in the future.

17.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

17.5 Force Majeure

We are not liable for any failure or delay in performance due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, or government actions.

17.6 Language

These Terms are provided in English. In case of translations, the English version prevails.

18. Contact Information

For questions about these Terms: