Exhibit 10.1

IFC INVESTMENT NUMBER 52971

Jumia Technologies AG

International Finance Corporation

Subscription Agreement

Contents

Definitions

THIS SUBSCRIPTION AGREEMENT (the “Agreement”) has been entered into on August 12, 2026 among:

(The Company and IFC are also collectively referred to as the “Parties” and each of them as a “Party”.)

Recitals

NOW IT IS HEREBY AGREED as follows:

Correspondent Bank:
S.W.I.F.T. BIC:
Beneficiary:
Account Name:
IBAN:
Narrative (if applicable):

(the “Capital Increase Account”), as payment pursuant to § 36a(1) AktG.

Upon crediting of the payment amount, the Company shall cause delivery to it of a certificate (the “Bank Certificate”) confirming such credit (§§ 203(1), 188(2), 36(2), 36a(1) and 37(1) AktG).

Promptly (unverzüglich) upon registration of the consummation of the Capital Increase in the Commercial Register on the Registration Date, the Company shall cause delivery of a global share certificate to, or cause the creation of a global share certificate at, Clearstream Europe, in each case representing, inter alia, the IFC Shares, to enable credit, and IFC authorizes such credit, of the IFC Shares by transfer by way of book-entry in the clearing system of Clearstream Europe to a securities account of The Bank of New York Mellon SA/NV as custodian for The Bank of New York Mellon as depositary with respect to the ADSs (the “Depositary”) under the deposit agreement dated as of 12 April 2019, by and among the Company, the Depositary and the holders and beneficial owners from time to time of ADSs issued thereunder, as may be amended from time to time (as so amended, the “Deposit Agreement”) and to enable the Depositary to register and deliver the IFC ADSs, each representing two (2) IFC Shares deposited with The Bank of New York Mellon SA/NV as custodian for the Depositary.

At or around the closing date (the “Closing Date”) specified in the payment instructions (the “Payment Instructions”), a form of which is attached as Appendix 7 (Payment Instructions) hereto and which are expected to be issued by the Company shortly after the Registration Date, the Company shall, against payment (Zug um Zug) of the Aggregate Additional Payment Amount (as defined below) in accordance with Clause 2.2 of this Agreement, instruct the Depositary to register and deliver to IFC free of charge and free and clear of all liens or encumbrances (except for restrictions arising under the Securities Act), at the Closing Date the IFC ADSs via a book-entry record on the books of the Depositary; the Company shall also request the Depositary to deliver to IFC, at or as soon as practicable following the Closing Date, a copy of the records of the Depositary showing IFC as the registered holder of the IFC ADSs as of the Closing Date (the “Depositary Statement”). The IFC ADSs shall be subject to the Securities Act legend for the period of time set forth in Clause 8.2 (which shall be included in the Depositary Statement to be delivered to IFC). IFC instructs the Company to instruct the Depositary to deliver 4,528,985 ADSs via book-entry to the following recipient at the Closing Date:

Subject to the conditions set forth in Clause 6, the aggregate USD amount to be paid by IFC to the Company in respect of the IFC Shares at the Closing Date shall be (i) the number of IFC Shares issued (ii) multiplied by the Additional Payment Amount as set forth in the Payment Instructions (the “Aggregate Additional Payment Amount”). IFC shall pay the Aggregate Additional Payment Amount for value at the Closing Date to the Company in USD to the bank account of the Company as set out below:

Correspondent Bank:
S.W.I.F.T. BIC:
IBAN:
Narrative (if applicable):

(the “Company’s Account”).

As of the date hereof, as of the Subscription Date and as of the Closing Date, the Company represents and warrants, by way of an independent guarantee and irrespective of negligence (in Form eines selbständigen, verschuldensunabhängigen Garantieversprechens), to IFC that:

The corporate bodies (Organe) of the Company have taken, prior to the Closing Date except for the application for registration of the consummation of the Capital Increase with the Commercial Register, all necessary corporate action to authorize the Transaction in accordance with the terms set forth in this Agreement. In particular, this Agreement and the Policy Agreement between the Company and IFC dated August 12, 2026 (the “Policy Agreement”, together with this Agreement, the “Transaction Documents”), and, as the case may be, any other agreements relevant to the Transaction and to which the Company is or will be a party, have been or will be duly authorized, executed and delivered by the Company and each of them constitutes a legally valid and binding agreement of the Company, enforceable against the Company in accordance with its respective terms subject to bankruptcy, insolvency, moratorium, restructuring according to German law and similar foreign laws of general applicability relating to or affecting creditors’ rights. On the Subscription Date, the New Shares will have been duly and validly authorized pursuant to the Resolutions.

The Deposit Agreement has been duly authorized, executed and delivered by the Company and, assuming due authorization, execution and delivery by the Depositary, constitutes a valid and legally binding obligation of the Company, enforceable in accordance with its terms, subject to bankruptcy, insolvency, moratorium, restructuring according to German law and similar foreign laws of general applicability relating to or affecting creditors’ rights. Upon delivery by the Depositary of the IFC ADSs against the deposit of the IFC Shares in respect thereof in accordance with the provisions of the Deposit Agreement, such ADSs will be duly and validly issued and the persons in whose names ADSs are registered will be entitled to the rights specified therein and in the Deposit Agreement.

The execution by the Company of the Transaction Documents, the Transaction, the issuance of the IFC Shares, the issuance and delivery of the IFC ADSs, and the compliance by the Company with the provisions of the Transaction Documents and the consummation of the Transaction:

As used in this Agreement, “Material Adverse Effect” means (i) a material adverse change, or any development reasonably likely to involve a material adverse change, in the condition, financial or otherwise, shareholders’ equity, results of operations, business or prospects of the Company or the Issuer Group taken as a whole, including without limitation any such change in or affecting (a) the assets, properties or liabilities (including contingent liabilities) of the Company or the Issuer Group, (b) the carrying on of business or operations of, or the employee, customer or supplier relationships of, the Company or the Issuer Group, or (c) the ability of the Company to comply, and ensure that each member of the Issuer Group complies, with its obligations under this Agreement, any other Transaction Document to which it is a party, or (ii) any other effect which could be reasonably expected to impair the ability of the Company to consummate, or to otherwise materially adversely affect, the Transaction.

Except as disclosed in the Company’s public filings or otherwise notified to IFC in writing, the Company and each of its Subsidiaries possess or have applied for (and there is no reason to expect that any of such applications will not be approved) such permits, licenses, approvals, consents, certificates and other authorizations issued by the appropriate federal, state, local or foreign governmental or by regulatory authorities that are necessary for the conduct of their respective businesses now operated by them (collectively, the “Governmental Licenses”).

The Company and its Subsidiaries maintain all material insurance policies against such losses and risks and in such amount as are adequate to protect the Company and its Subsidiaries with financially sound and reputable insurers. All insurance policies are in full force and effect; the Company and its Subsidiaries are in compliance with the terms of such insurance policies and similar instruments; there are no claims by the Company or any of its Subsidiaries under any such insurances or similar instrument as to which any insurance company is denying liability or defending under a reservation of rights clause, including in the case of the occurrence of a damage to be covered by such insurance. Neither the Company nor any of its Subsidiaries has any reason to believe that any of them will not be able to renew any existing insurance coverage as and when such coverage expires or to obtain similar coverage at reasonable cost from similar insurers.

The Company and, to the Company’s Best Knowledge, each of its Subsidiaries is in compliance with all applicable laws and Governmental Orders (as defined below), including without limitation, all Applicable E&S Laws (as defined below) except as disclosed in the Company’s public filings or otherwise notified to IFC in writing. As used herein, “Governmental Order” means any order, writ, judgment, injunction, decree, stipulation, determination or award entered with any Authority; and “Applicable E&S Law” means all applicable statutes, laws, ordinances, rules and regulations of the Federal Republic of Germany and countries of their principal places of business, including without limitation, all authorizations setting standards concerning environmental, social, labour, health and safety or security risks of the type contemplated by the Performance Standards (as defined below) or imposing liability for the breach thereof. As used herein, “Company’s Best Knowledge” means the actual knowledge of, and/or views honestly held by, the statutory representatives (vertretungsberechtigte Organe) of the Company or the respective Subsidiary, senior executives of the Company and officers formally authorized to act and sign on behalf (Prokuristen) of the Company or the respective Subsidiary (together the “Representatives”) or the knowledge such Representatives should have or are deemed to have after having performed a due and careful inquiry regardless whether such enquiry was performed or not.

No SEA Incident or Child Protection Incident (each as defined below) has occurred within three (3) consecutive years ending on the date of this Agreement to the Company’s Knowledge and except as disclosed in the Company’s public filings or otherwise notified to IFC in writing. As used herein, “SEA Incident” means sexual assault, sexual abuse, or sexual exploitation of any individual by an officer, director, employee, agent, contractor, or subcontractor of the Company or of any of its Subsidiaries which has occurred or is alleged to have occurred in a complaint or report to the Company or to any of its Subsidiaries in connection with the Company Operations; and “Child Protection Incident” means any SEA Incident or other violence, abuse or exploitation (including but not limited to physical abuse, emotional /psychological abuse, sexual abuse, neglect or negligent treatment and maltreatment) of a child (an individual under 18 years old), irrespective of consent, by an officer, director, employee, agent, contractor, or subcontractor of the Company or of any of its Subsidiaries which has occurred or is alleged to have occurred in a complaint or report to the Company or to any of its Subsidiaries in connection with the Company Operations.

Neither the Company nor any of its Subsidiaries nor any Person acting on its or their behalf, has entered into any transaction or engaged in any activity prohibited by any resolution issued by the United Nations Security Council under Chapter VII of the UN Charter.

Within the past three years, neither the Company nor any of its Affiliates nor any Person acting on its or their behalf has committed or engaged in, with respect to the Company or any transaction contemplated by the Transaction Documents, any Corrupt Practice, Fraudulent Practice, Coercive Practice, Collusive Practice or Obstructive Practice (the “Sanctionable Practices”), each as defined and interpreted in accordance with the anti-corruption guidelines attached to this Agreement as Appendix 2 (Anti-Corruption Guidelines for IFC Transactions) hereto.

None of the Company, any of its Subsidiaries, any director, officer, employee, agent or other Person associated with or acting on behalf of the Company or any of its Subsidiaries has (i) used any corporate funds for any unlawful contribution, gift, entertainment or other unlawful expense relating to political activity, (ii) made or taken an act in furtherance of an offer, promise or authorization, of any direct or indirect unlawful payment or benefit to any foreign or domestic government or regulatory official or employee, including of any government-owned or controlled entity or of a public international organization, or any Person acting in an official capacity for, or on behalf of any of the foregoing, or any political party or party official or candidate for political office, (iii) violated or is in violation of any provision of the U.S. Foreign Corrupt Practices Act of 1977, as amended, and the rules and regulations thereunder, the Bribery Act 2010 of the United Kingdom, the OECD Convention on Bribery of Foreign Public Officials in International Business Transactions or similar laws or regulations of any other relevant jurisdiction (collectively, the “Anti-Corruption Laws”) or (iv) made, offered, agreed, requested or taken an act of furtherance of any unlawful bribe or other unlawful benefit, including, without limitation, any rebate, payoff, influence payment, kickback or other unlawful or improper payment or benefit. The Company has instituted, maintained and enforced, and intends to continue to maintain and enforce, policies and procedures designed to promote and ensure compliance of the Issuer Group with all applicable Anti- Corruption Laws.

The operations of the Company and its Subsidiaries are and have been conducted at all times in compliance with applicable financial record keeping and reporting requirements of the United States, Germany, the European Union and all other jurisdictions applicable to them, the applicable anti-money laundering statutes of all jurisdictions where the Company conducts business, and the rules and regulations thereunder and any related or similar rules, regulations or guidelines (collectively, the “Anti-Money Laundering Laws”), and no action, suit or proceeding by or before any Authority involving the Company, any of its Subsidiaries or any of their respective directors, officers, employees, agents or other Persons acting on behalf of the Company or any of its Subsidiaries with respect to the Anti-Money Laundering Laws is pending or, to the Company’s Knowledge, threatened.

The Company covenants and agrees with IFC as follows:

As of the date hereof, as of the Subscription Date and as of the Closing Date, IFC represents and warrants, by way of an independent guarantee and irrespective of negligence (in Form eines selbständigen, verschuldensunabhängigen Garantieversprechens) to the Company or covenants and agrees with the Company, as the case may be, that:

The obligation of IFC to subscribe for the IFC Shares and to pay the Aggregate Issue Price shall be subject to the satisfaction (or waiver by IFC) of the following conditions on the Subscription Date:

The obligation of IFC to pay the Aggregate Additional Payment Amount shall be subject to the satisfaction (or waiver by IFC) of the following conditions on the Closing Date:

IFC may waive any of the foregoing conditions pursuant to Clauses 6.1 and 6.2 in its sole discretion.

If any of the conditions referred to under Clauses 6.1 and 6.2 has not occurred on the respective date or such other date, as IFC and the Company may agree, and IFC has not waived such condition pursuant to Clause 6.3, IFC may, by written notice to the Company, terminate this Agreement. In the event that this Agreement has been terminated, each of the Parties shall be released and discharged from their respective obligations hereunder, provided that such termination shall not release or discharge either Party from (i) any liabilities or obligations that have accrued prior to the date of termination, or (ii) any obligations which by their nature are intended to survive termination, including the obligation to refund to IFC any amounts paid if the Closing Date does not occur.

In the event that at the time of the termination

If this Agreement has been terminated after the registration of the consummation of the Capital Increase with the Commercial Register the following shall apply:

IFC covenants that it will not dispose of the IFC ADSs other than pursuant to an effective registration statement under, and in compliance with the requirements of, the Securities Act, or pursuant to an available exemption from, or in a transaction not subject to, the registration requirements of the Securities Act, and in compliance with any applicable state, federal or foreign securities laws. Notwithstanding the foregoing, the IFC ADSs may be pledged in connection with a bona fide margin account or other loan or financing arrangement secured by the IFC ADSs and such pledge of IFC ADSs shall not be deemed to be a transfer, sale or assignment of the IFC ADSs hereunder, and IFC shall not be required to provide the Company with any notice thereof or otherwise make any delivery to the Company pursuant to this Agreement or any other Transaction Document if effecting a pledge of IFC ADSs.

Any certificate evidencing or Depositary Statement sent with respect to the IFC ADSs shall bear a legend in substantially the following form:

“THE ORDINARY SHARES (THE “SHARES”) REPRESENTED BY THE AMERICAN DEPOSITARY SECURITIES (THE “ADSs”) [EVIDENCED HEREBY] [TO WHICH THIS CONFIRMATION RELATES] HAVE NOT BEEN REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “ACT”), OR ANY STATE SECURITIES LAWS AND NEITHER THE SHARES, THE ADSs NOR ANY INTEREST THEREIN MAY BE SOLD, TRANSFERRED, OFFERED FOR SALE, PLEDGED OR HYPOTHECATED WITHIN THE UNITED STATES OR TO ANY “U.S. PERSON,” AS SUCH TERM IS DEFINED IN REGULATION S UNDER THE ACT, IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER THE ACT DURING THE 40 DAYS FOLLOWING ACQUISITION OF THE ADSs BY THE INITIAL HOLDER THEREOF.”

The Company hereby agrees that its instruction for the Depositary to deliver the IFC ADSs shall include an irrevocable provision that, as promptly as practicable after the expiration of a period of 40 days following the Closing Date, the Depositary shall remove the above restrictive legend from its records with respect to the IFC ADSs.

Any notice or communication relating to this Agreement shall be given by letter delivered in person or email. Subject to written notices of change of address, all communication hereunder shall be given to the following addresses, as applicable:

With a copy to:

Sullivan & Cromwell LLP
Neue Mainzer Straße 52
60311 Frankfurt am Main
Germany
Attn: Krystian Czerniecki and Clemens Rechberger
e-mail:

with reference to IFC Investment No. 52971

Any notice or communication pursuant to Clause 9.1 shall take effect, in the case of delivering, at the time of delivery and, in the case of e-mail, at the time of dispatch.

This Agreement and all non-contractual obligations arising out of or in connection with this Agreement shall be governed by the laws of Germany.

This Agreement is written in the English language. Legal concepts used with the aid of terms in the German language shall have the meaning ascribed to them under German law. The clause and subsection headings herein and the Table of Contents are for convenience only and shall not affect the construction hereof.

Subject to the following sentence, references in this Agreement to a statutory provision shall be a reference to such statutory provision as it is in force on the date hereof. A reference to a statutory provision in (i) a representation shall be a reference to such statutory provision as it is in force on the date such representation is being made and (ii) an undertaking shall be a reference to such statutory provision as it is in force from time to time during the applicability of such undertaking.

This Agreement may be executed in any number of counterparts. Exchange of counterparts duly executed by the respective Party shall suffice. Each executed copy shall be an original of one and the same agreement whereby the Parties agree that the exchange of electronic copies of signed documents (including documents signed electronically) shall have the same validity as originals.

Amendments to this Agreement shall only be made in writing whereby the Parties agree that the exchange of electronic copies of signed documents (including documents signed electronically) shall have the same validity as originals. This shall also apply to amendments of this Clause 11.4.

No failure or delay by any Party or any indemnified Person in exercising any right or remedy pursuant to this Agreement or provided by general law or otherwise shall impair such right or remedy or operate or be construed as a waiver or variation of it or preclude its exercise at any subsequent time and no single or partial exercise of any such right or remedy shall preclude any other or further exercise of it or the exercise of any other right or remedy.

The rights and remedies of IFC in relation to any misrepresentation or breach of warranty on the part of the Company shall not be prejudiced by any investigation by or on behalf of IFC into the affairs of any of the Company, by the execution or the performance of this Agreement or by any other act or thing by or on behalf of IFC which might prejudice such rights or remedies.

At any time after the date of this Agreement each Party shall, and shall use all reasonable endeavours to procure that any necessary third party shall, at the cost of that Party execute such documents and do such acts and things as any of the other Parties may reasonably require for the purpose of giving full effect to all the provisions of this Agreement by which he or it is bound.

Except as otherwise provided in this Agreement, the provisions of this Agreement shall inure to the benefit of and be binding upon the parties and their successors and permitted assigns. This Agreement, or any rights or obligations hereunder, may not be assigned by the Company without the prior written consent of IFC. IFC may assign its rights hereunder in whole or in part to any Person to whom IFC assigns or transfers any IFC Shares or IFC ADSs in compliance with applicable law, provided such transferee is an Affiliate of IFC and shall agree in writing to be bound, with respect to the transferred IFC Shares or IFC ADSs, by the terms and conditions of the Transaction Documents that apply to IFC.

Should any provision of this Agreement be or become invalid either in whole or in part, the other provisions of this Agreement shall remain in force. It is understood by the Parties that any invalid provision shall be replaced by a valid provision which accomplishes as far as legally possible the economic effects of the invalid provision.

This Agreement, together with the other Transaction Documents, supersedes all prior discussions, memoranda of understanding, agreements and arrangements (whether written or oral, including all correspondence), if any, between the parties with respect to the subject matter of this Agreement, and this Agreement (together with any amendments or modifications and the other Transaction Documents) contains the sole and entire agreement between the parties with respect to the subject matter of this Agreement and the other Transaction Documents.

The parties acknowledge and agree that IFC would be irreparably damaged if any of the provisions of this Agreement are not performed in accordance with their specific terms and that any breach of this Agreement by the Company could not be adequately compensated in all cases by monetary damages alone. Accordingly, in addition to any other right or remedy to which IFC may be entitled, at law or in equity, it shall be entitled to enforce any provision of this Agreement by a decree of specific performance and to temporary, preliminary and permanent injunctive relief to prevent breaches or threatened breaches of any of the provisions of this Agreement, without posting any bond or other undertaking.

To the extent the Company may be entitled in any jurisdiction to claim for itself or its assets immunity in respect of its obligations under this Agreement or any other Transaction Document from any suit, execution, attachment (whether provisional or final, in aid of execution, before judgment or otherwise) or other legal process or to the extent that in any jurisdiction that immunity (whether or not claimed) may be attributed to it or its assets, the Company irrevocably agrees not to claim and irrevocably waives such immunity to the fullest extent permitted now or in the future by the laws of such jurisdiction.

(Signatures to follow on next page)

SIGNATORIES TO THE SUBSCRIPTION AGREEMENT

Appendix 1
Exclusion List ^**

IFC does not finance the following projects:

A reasonableness test will be applied when the activities of the project company would have a significant development impact but circumstances of the country require adjustment to the Exclusion List.

All financial intermediaries (FIs), except those engaged in activities specified below^*, must apply the following exclusions, in addition to IFC’s Exclusion List:

Footnotes

Appendix 2
Anti-Corruption Guidelines for IFC Transactions

The purpose of these Guidelines is to clarify the meaning of the terms “Corrupt Practice”, “Fraudulent Practice”, “Coercive Practice”, “Collusive Practice” and “Obstructive Practice” in the context of IFC operations.

A “Corrupt Practice” is the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party.

INTERPRETATION

A “Fraudulent Practice” is any action or omission, including a misrepresentation that knowingly or recklessly misleads, or attempts to mislead, a party to obtain a financial or other benefit or to avoid an obligation.

INTERPRETATION

A “Coercive Practice” is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party.

INTERPRETATION

A “Collusive Practice” is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party.

INTERPRETATION

Collusive Practices are actions undertaken for the purpose of bid rigging or in connection with public procurement or government contracting or in furtherance of a Corrupt Practice or a Fraudulent Practice.

An “Obstructive Practice” is (i) deliberately destroying, falsifying, altering or concealing of evidence material to the investigation or making of false statements to investigators, in order to materially impede a World Bank Group investigation into allegations of a corrupt, fraudulent, coercive or collusive practice, and/or threatening, harassing or intimidating any party to prevent it from disclosing its knowledge of matters relevant to the investigation or from pursuing the investigation, or (ii) an act intended to materially impede the exercise of IFC’s access to contractually required information in connection with a World Bank Group investigation into allegations of a corrupt, fraudulent, coercive or collusive practice.

INTERPRETATION

Any action legally or otherwise properly taken by a party to maintain or preserve its regulatory, legal or constitutional rights such as the attorney-client privilege, regardless of whether such action had the effect of impeding an investigation, does not constitute an Obstructive Practice.

GENERAL INTERPRETATION

A person should not be liable for actions taken by unrelated third parties unless the first party participated in the prohibited act in question.

Berlin, August 12, 2026

Appendix 3
Officers’ Certificate

[To be printed on letterhead of the Company]

[To be addressed to IFC]

Officers’ Certificate

Ladies and Gentlemen:

In our capacity as members of the management board (Vorstand) of Jumia Technologies AG (the “Company”) we refer to the Subscription Agreement dated August 12, 2026 among the Company and International Finance Corporation (“IFC”). Terms expressed in capital letters have the meaning ascribed to them in the Subscription Agreement.

In our capacity as members of the management board of the Company, and without assuming any personal liability, we hereby certify on behalf of the Company to IFC that:

No action, suit, proceeding, arbitration, inquiry or investigation before or brought by any court or governmental agency or body, domestic or foreign, now pending, or, to the Company’s Best Knowledge (as defined below), threatened, against or affecting the Company or any of its Subsidiaries or any of the members of the Management Board or of the Supervisory Board of the Company or of any of the members of any comparable corporate body of any of its Subsidiaries which, individually or in the aggregate, if determined adversely to the Company or any of its Subsidiaries or of any of the members of any comparable corporate body of any of its Subsidiaries, could reasonably be expected to result in a Material Adverse Effect.

The Company and its Subsidiaries own, are licensed to use or otherwise possess, adequate rights to use the patents, patent rights, licenses, inventions, trademarks, service marks, trade names, copyrights and know-how (including trade secrets and other unpatented and/or not-patentable proprietary or confidential information, systems, processes or procedures) or other intellectual property (collectively, “Intellectual Property”) necessary to carry on the business they currently conduct. The Company and its Subsidiaries are not dependent on any single patent, patent right, trademark, service mark or other item of intellectual property or groups thereof and do not own any patents, patent rights, trademarks or service marks. The Company and its Subsidiaries have taken and will maintain reasonable measures to prevent the unauthorized dissemination or publication of their respective confidential information and, to the extent contractually required to do so, the confidential information of third parties in their possession. Neither the Company nor any of its Subsidiaries have received any notice of infringement of or conflict with, and neither the Company nor any of its Subsidiaries has knowledge of any infringement of or conflict with, asserted rights of others with respect to any Intellectual Property.

Except as disclosed in the Company’s public filings or otherwise notified to IFC in writing, the Company and each of its Subsidiaries are in compliance with the terms and conditions of all Governmental Licenses and with the rules and regulations of the governmental and regulatory authorities having jurisdiction with respect thereto. Neither the Company nor any of its Subsidiaries have received any notice of proceedings relating to the revocation or modification of any Governmental Licenses and no such revocation or modification is pending or, to the Company’s Best Knowledge, threatened.

The Company and its Subsidiaries own, lease or license all such properties (with the exception of Intellectual Property) that are material to their businesses. The Company and its Subsidiaries have good and marketable title to all real property owned by them and good title to all other properties owned by them, in each case, free and clear of all mortgages, pledges, liens, security interests, claims, restrictions or encumbrances of any kind except such as would not result in a Material Adverse Effect. All of the leases material to the business of the Company and its Subsidiaries, taken as a whole, and under which the Company or any of its Subsidiaries holds properties are in full force and effect.

All tax returns of the Company and its Subsidiaries required by law to be filed and due have been filed, and all material taxes shown by such returns or otherwise assessed, which are due and payable, have been paid, other than where such taxes, are being or will be contested in good faith as to which adequate reserves to the extent required by IFRS have been provided.

Neither the Company nor its Subsidiaries nor any Person acting on its or their behalf whose acts could incur the Company’s or any Subsidiary’s vicarious liability has carried out any actions or made any omissions which could result in the Company or any Subsidiary incurring criminal liability or sanctions.

Other than standard and non-binding personnel representations, the Company and each of its Subsidiaries is a party to the following collective bargaining agreements and other labour union contracts: none, except that a small portion of employees working in the Company’s warehouse operations in Morocco have been represented by a labour union since May 2024. There is no material activity or proceeding of any labour union to organize its employees and there are no ongoing or, to the Company’s Best Knowledge, threatened strikes, slowdowns or work stoppages by employees of the Company or any of its Subsidiaries or any contractor with respect to the Company Operations.

City, Date

Appendix 4
Policy Agreement

IFC INVESTMENT NUMBER 52971

Policy Agreement

between

JUMIA TECHNOLOGIES AG

and

INTERNATIONAL FINANCE CORPORATION

Dated aUGUST 12, 2026

Official Use Only

TABLE OF CONTENTS

Official Use Only

Annex A – Anti-Corruption Guidelines for IFC Transactions

Annex B – Exclusion List

Annex C – Minimum Insurance Requirements

Schedule 1 – Action Plan

Schedule 2 – E&S Performance Report

Schedule 3 – Development Impact Indicators

Official Use Only

POLICY AGREEMENT

POLICY AGREEMENT (this “Agreement”), dated August 12, 2026, between:

RECITALS

ARTICLE I

Wherever used in this Agreement, the following terms have the following meanings:

“Access to Information Policy” means IFC’s Access to Information Policy, dated January 1, 2012, which is available at: https://www.ifc.org/content/dam/ifc/doc/2010/2012-ifc-access-to-information-policy-en.pdf;

“Action Plan” means the plan or plans developed by the Company, a copy of which is attached as Schedule 1 (Action Plan), setting out the specific environmental and social measures to be undertaken by the Company, to enable the Company’s Operations to be constructed, equipped and operated in compliance with the Performance Standards;

Official Use Only

“ADSs” has the meaning as described in Recital (A);

“Affiliate” means, with respect to any Person, any Person directly or indirectly Controlling, Controlled by or under common Control with, that Person;

“Anti-Harassment Policy” means the anti-harassment provisions set out in the Company’s Code of Conduct dated June 2025, satisfactory in form and substance to IFC;

“Applicable E&S Law” means all applicable statutes, laws, ordinances, rules and regulations of the Country, including without limitation, all Authorizations setting standards concerning environmental, social, labor, health and safety or security risks of the type contemplated by the Performance Standards or imposing liability for the breach thereof;

“Applicable Law” means all applicable statutes, laws, ordinances, rules and regulations, including but not limited to, any license, permit or other governmental Authorization, in each case as in effect from time to time;

“Authority” means any national, supranational, regional or local government, or governmental, statutory, regulatory, administrative, fiscal or government-owned body, department, commission, authority, agency or entity, stock exchange or central bank (or any Person whether or not government owned and howsoever constituted or called, that exercises the functions of a central bank) or any court, tribunal, judicial or arbitral body;

“Authorization” means any consent, registration, filing, notification, reporting, agreement, notarization, certificate, license, approval, permit, authority or exemption from, by or with any Authority, whether given by express action or deemed given by failure to act within any specified time period and all corporate, creditors’ and shareholders’ approvals or consents;

“Business Day” means a day when banks are open for business in New York, New York and in Frankfurt am Main, Federal Republic of Germany;

“CAO” means the Compliance Advisor Ombudsman, the independent accountability mechanism for IFC for environmental and social concerns, which is governed by the CAO Policy;

“CAO Policy” means the IFC/MIGA Independent Accountability Mechanism (CAO) Policy dated June 28, 2021 outlining CAO’s purpose, mandate and functions, core principles, governance, and operating procedures, as the same may be amended, updated or supplemented at any time and from time to time;

“Charter” means with respect to the Company or any Subsidiary, the articles of association or equivalent constitutional documents of the Company or such Subsidiary, as applicable, including the Company Documents;

“Child Protection Incident” means any SEA Incident or other violence, abuse or exploitation (including but not limited to physical abuse, emotional /psychological abuse, sexual abuse, neglect or negligent treatment and maltreatment) of a child (an individual under 18 years old), irrespective of consent, by an officer, director, employee, agent, contractor, or subcontractor of the Company or of any of its Subsidiaries which has occurred or is alleged to have occurred in a complaint or report to the Company or to any of its Subsidiaries in connection with the Company Operations;

“Child Protection Policy” means the Company’s existing HR procedures and processes for screening against the employment of minors, satisfactory in form and substance to IFC;

“Coercive Practice” has the meaning set forth in Annex A (Anti-Corruption Guidelines for IFC Transactions);

“Collusive Practice” has the meaning set forth in Annex A (Anti-Corruption Guidelines for IFC Transactions);

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“Company Documents” means the Company’s Articles of Association (Satzung) as available on the Commercial Register];

“Company Operations” means all operations, activities and facilities of the Company and its Subsidiaries (including the design, construction, operations, maintenance, management and monitoring thereof as applicable) irrespective of the country of operation;

“Control” means the power to direct the management or policies of a Person, directly or indirectly, whether through the ownership of shares or other securities, by contract or otherwise; provided that, in any event, the direct or indirect ownership of more than fifty percent (50%) of the voting share capital of a Person is deemed to constitute Control of that Person, and “Controlling” and “Controlled” have corresponding meanings;

“Corrupt Practice” has the meaning set forth in Annex A (Anti-Corruption Guidelines for IFC Transactions);

“Country” means Federal Republic of Germany;

“Depositary Agreement” has the meaning as described in Recital (A);

“Dispute” has the meaning set forth in Section 5.5(a) (Arbitration);

“E&S Management System” means the Company’s environmental and social management system, as implemented or in effect from time to time, that enables the Company to identify, assess, manage and monitor the environmental and social risks in respect of the Company Operations;

“E&S Performance Report” means a written report prepared by the Company, in form and substance satisfactory to IFC, attached as Schedule 2 (E&S Performance Report) hereto, setting out the specific environmental and social information to be provided by the Company in respect of the Company Operations;

“Equity Securities” of a company means such company’s common shares, preferred shares, bonds, loans, warrants, rights, options or other similar instruments or securities which are convertible into or exercisable or exchangeable for, or which carry a right to subscribe for or purchase shares or other securities of such company or any instrument or certificate representing a beneficial ownership interest in the shares or other securities of such company, including global depositary receipts and American depository receipts and any other security issued by the company, even if not convertible into shares, that derives its value and/or return based on the financial performance of the company or its shares;

“Exclusion List” means the list of prohibited activities set forth in Annex B;

“Financial Year” means the accounting year of the Company commencing each year on January 1 and ending on the following December 31, or such other period as the Company, upon thirty (30) days’ prior written notice to IFC, from time to time designates as its accounting year;

“Fraudulent Practice” has the meaning set forth in Annex A (Anti-Corruption Guidelines for IFC Transactions);

“ICC” has the meaning set forth in Section 5.5(a) (Arbitration);

“IFC ADSs” has the meaning as described in Recital (B);

“IFC Shares” has the meaning as described in Recital (B);

“IFC Subscription” means any subscription for Equity Securities of the Company by IFC as provided for in Article II of the Subscription Agreement;

“IFRS” means International Financial Reporting Standards (IFRS) promulgated by the International Accounting Standards Board (“IASB”) (which include standards and interpretations approved by the IASB and International Accounting Standards issued under previous constitutions), together with its pronouncements thereon from time to time, and applied on a consistent basis;

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“Incident Report” means a report concerning an SEA Incident or a Child Protection Incident, specifying such incident and any effects resulting or likely to result from such incident, and the measures the Company or any of its Subsidiaries is taking or plans to take to address them and to prevent any future similar incident, provided that the provision of information in or relating to an Incident Report shall (a) exclude the identities of the individuals involved (or alleged to be involved) in the relevant SEA Incident or Child Protection Incident and all other information in personally identifiable form, and (b) shall comply in all respects with Section 2.3(i) (Personal Information);

“Jumia Shares” has the meaning as described in Recital (A);

“Listing Rules” means the applicable listing rules of the New York Stock Exchange;

“Material Adverse Effect” means any circumstance, change or effect that, individually or in the aggregate with all other circumstances, changes or effects, is or is reasonably likely to be materially adverse on:

“Obstructive Practice” has the meaning set forth in Annex A (Anti-Corruption Guidelines for IFC Transactions);

“Performance Standards” means IFC’s Performance Standards on Environmental & Social Sustainability, dated January 1, 2012, copies of which are available publicly on the IFC website at https://www.ifc.org/wps/wcm/connect/topics_ext_content/ifc_external_corporate_site/sustainability-at-ifc/policies-standards/performance-standards;

“Person” means any individual, corporation, company, partnership, firm, voluntary association, joint venture, trust, unincorporated organization, Authority or any other entity whether acting in an individual, fiduciary or other capacity;

“Radioactive Materials Prohibition” means the production or trade in radioactive materials, it being understood that this does not apply to the purchase of medical equipment, quality control (measurement) equipment and any equipment where IFC considers the radioactive source to be trivial and/or adequately shielded;

“Related Party” means any Person: (a) that holds a material interest in the Company or any Subsidiary; (b) in which the Company or any Subsidiary holds a material interest; (c) that is otherwise an Affiliate of the Company; (d) who serves (or has within the past twelve (12) months served) as a director, officer or employee of the Company; or (e) who is a member of the family of any individual included in any of the foregoing. For the purpose of this definition, “material interest” shall mean a direct or indirect ownership of shares representing at least five percent (5%) of the outstanding voting power or equity of the relevant Person;

“Rules” has the meaning set forth in Section 5.5(a) (Arbitration);

“Sanctionable Practice” means any Corrupt Practice, Fraudulent Practice, Coercive Practice, Collusive Practice, or Obstructive Practice, as those terms are defined herein and interpreted in accordance with the Anti-Corruption Guidelines attached to this Agreement as Annex A (Anti-Corruption Guidelines for IFC Transactions);

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“SEA Incident” means the sexual assault, sexual abuse, or sexual exploitation of any individual by an officer, director, employee, agent, contractor, or subcontractor of the Company or of any of its Subsidiaries which has occurred or is alleged to have occurred in a complaint or report to the Company or to any of its Subsidiaries in connection with the Company Operations;

“Securities Law” means the applicable securities laws of the United States of America;

“SEC” means the United States Securities and Exchange Commission, an independent agency of the United States federal government established under the Securities Exchange Act of 1934, as amended, or any successor governmental authority or regulatory body performing the same or substantially similar functions;

“Shares” means the issued shares of a company;

“Shell Bank” means a bank incorporated in a jurisdiction in which it has no physical presence and which is not an Affiliate of a regulated bank or a regulated financial group;

“Subscription Agreement” has the meaning set forth in the Recitals;

“Subsidiary” means, with respect to any Person, an Affiliate (a) over fifty percent (50%) of whose capital is owned, directly or indirectly by such Person, or (b) in respect of which such Person has, directly or indirectly, the power to direct the management or policies thereof, whether through the ownership of shares or other securities, by contract or otherwise;

“Transaction Documents” means:

“US GAAP” means United States Generally Accepted Accounting Principles promulgated by the Financial Accounting Standards Board (“FASB”) (which include standards, interpretations, and guidance approved by the FASB, including Accounting Standards Codification (“ASC”) topics and subtopics, as well as standards issued by predecessor standard-setting bodies including the Accounting Principles Board and the American Institute of Certified Public Accountants to the extent not superseded), together with its pronouncements thereon from time to time, and applied on a consistent basis;

“World Bank” means the International Bank for Reconstruction and Development, an international organization established by Articles of Agreement among its member countries;

“World Bank Group” means the World Bank; and

“World Bank Listing of Ineligible Firms” means the list, as updated from time to time, of persons or entities ineligible to be awarded a World Bank Group-financed contract or otherwise sanctioned by the World Bank Group sanctions board for the periods indicated on the list because they were found to have violated the fraud and corruption provisions of the World Bank Group anticorruption guidelines and policies. The list may be found at http://www.worldbank.org/debarr or any successor website or location.

In this Agreement, unless the context otherwise requires:

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This Agreement shall be binding upon and inure solely to the benefit of, and be enforceable by, only the parties hereto and their respective successors and permitted assigns and nothing herein, express or implied, is intended to or shall confer upon any other Person any right, benefit or remedy of any nature whatsoever, including any rights of employment for any specified period, under or by reason of this Agreement.

ARTICLE II

whereby the delivery obligation shall be deemed to be satisfied as long as and to the extent that the Company complies with its obligations under all Applicable Laws (including without limitation the Listing Rules and the Securities Law), including in particular its filing obligations with the SEC.

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and any such notification shall specify the nature of the action or proceeding and any steps that the Company proposes to take in response to the same;

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The Company shall:

The Company and IFC acknowledge and agree that, in respect of any non-public price sensitive information requested by IFC under this Agreement, the Company shall make simultaneous disclosure of such information to IFC and the public and/or its shareholders for the purpose of ensuring equal dissemination of information as required by Applicable Laws and regulations and rules of securities exchanges having jurisdiction over the Company (including without limitation the Listing Rules and the Securities Law).

The Company shall exercise all such rights and powers as are available to it to take, or cause to be taken, such actions, and do, perform, execute and deliver, or cause to be done, performed, executed and delivered, all acts, deeds and documents necessary, proper or advisable to ensure compliance with and to fully and effectually implement the provisions of this Agreement and the other Transaction Documents, as promptly as reasonably possible.

ARTICLE III

Except as otherwise expressly set forth herein, this Agreement shall become effective as of the date on which IFC first subscribes for the IFC Shares and shall continue in force with respect to IFC until such time as IFC no longer holds any IFC ADSs; provided, however, that:

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ARTICLE IV

The Company hereby represents and warrants that each of the following statements is true, accurate and not misleading as of the date of this Agreement:

IFC hereby represents and warrants to the Company as follows:

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The Company acknowledges that it has made the representations and warranties in Section 4.1 (Representations and Warranties of the Company), with the intention of inducing IFC to enter into this Agreement and each of the other Transaction Documents to which it is a party and to make the IFC Subscription and that IFC has entered into this Agreement and each of the other Transaction Documents to which it is a party and made the IFC Subscription on the basis of and in full reliance on such representations and warranties. Each of the representations and warranties is to be construed independently and (except where this Agreement provides otherwise) is not limited by any provision of this Agreement or another representation and/or warranty.

ARTICLE V

For the Company:

Jumia Technologies AG

The Management Board (Vorstand)

Skalitzer Str. 104

10997 Berlin

Deutschland

E-mail:

Attention:

For the IFC:

International Finance Corporation

2121 Pennsylvania Avenue, N.W.

Washington, D.C. 20433

United States of America

E-mail:

Attention:

With a copy (in the case of communications relating to payments) for the attention of the Director, Financial Operations.

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All documents to be provided or communications to be given or made under this Agreement shall be in English and, where the original version of any such document or communication is not in English, shall be accompanied by an English translation certified by an authorized representative of the Company to be a true and correct translation of the original. IFC may, if it so requires, obtain an English translation of any document or communication received in any other language at the cost and expense of the Company. In either case, IFC may deem any such translation to be the governing version.

This Agreement, and all non-contractual obligations arising out of or in connection with it, is governed by, and shall be construed in accordance with, the laws of the State of New York, United States of America.

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The Company may not represent IFC’s views on any matter, or use IFC’s name in any written material provided to third parties, without IFC’s prior written consent.

This Agreement binds and benefits the respective successors and assignees of the parties. However, the Company may not assign, transfer or delegate any of its rights or obligations under this Agreement unless IFC gives its prior written consent.

Any amendment or waiver of, or any consent given under, any provision of this Agreement shall be in writing and, in the case of an amendment, signed by all of the parties hereto.

This Agreement may be executed in several counterparts, each of which is an original, but all of which constitute one and the same agreement.

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The Company shall (1) pay to IFC or as IFC may direct the costs and expenses incurred by IFC in relation to efforts to enforce or protect its rights under this Agreement, or the exercise of its rights or powers consequent upon or arising out of any breach of this Agreement, including legal and other professional consultants’ fees on a full indemnity basis and (2) shall indemnify, defend and hold harmless IFC and its Affiliates from, against and in respect of any damages, losses, charges, liabilities, claims, payments, judgments, settlements, assessments, and costs and expenses (including attorneys’ fees, charges and disbursements) imposed on, sustained, incurred or suffered by, or asserted against IFC or its Affiliates arising out of, in connection with, or related to any actual or prospective third party claim, litigation, investigation or proceeding relating to (a) any breach by the Company of any of its obligations under the Transaction Documents or (b) the gross negligence, willful misconduct or fraudulent acts of the Company or its directors, officers or employees in connection with any transaction contemplated thereby.

This Agreement, together with the other Transaction Documents, supersedes all prior discussions, memoranda of understanding, agreements and arrangements (whether written or oral, including all correspondence), if any, between the parties with respect to the subject matter of this Agreement, and this Agreement (together with any amendments or modifications and the other Transaction Documents) contains the sole and entire agreement between the parties with respect to the subject matter of this Agreement and the other Transaction Documents.

If any provision of this Agreement is held to be illegal, invalid or unenforceable under any law from time to time: (a) such provision will be fully severable; (b) this Agreement will be construed and enforced as if such illegal, invalid or unenforceable provision had never comprised a part hereof; and (c) the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid or unenforceable provision or by its severance here from.

The parties acknowledge and agree that IFC would be irreparably damaged if any of the provisions of this Agreement are not performed in accordance with their specific terms and that any breach of this Agreement by the Company could not be adequately compensated in all cases by monetary damages alone. Accordingly, in addition to any other right or remedy to which IFC may be entitled, at law or in equity, it shall be entitled to enforce any provision of this Agreement by a decree of specific performance and to temporary, preliminary and permanent injunctive relief to prevent breaches or threatened breaches of any of the provisions of this Agreement, without posting any bond or other undertaking.

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To the extent the Company may be entitled in any jurisdiction to claim for itself or its assets immunity in respect of its obligations under this Agreement or any other Transaction Document from any suit, execution, attachment (whether provisional or final, in aid of execution, before judgment or otherwise) or other legal process or to the extent that in any jurisdiction that immunity (whether or not claimed) may be attributed to it or its assets, the Company irrevocably agrees not to claim and irrevocably waives such immunity to the fullest extent permitted now or in the future by the laws of such jurisdiction.

The Company hereby acknowledges and agrees that the CAO is IFC’s independent accountability mechanism for environmental and social concerns; and it has reviewed additional information about the CAO, including the CAO Policy, which is available at http://www.cao-ombudsman.org/.

(Signature Pages Follow)

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IN WITNESS WHEREOF, the parties hereto, acting through their duly authorized representatives, have caused this Agreement to be signed in their respective names as of the date first written above.

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ANNEX A

(Please refer to Appendix 2 of the Subscription Agreement)

ANNEX B

(Please refer to Appendix 1 of the Subscription Agreement)

ANNEX C

MINIMUM INSURANCE REQUIREMENTS

(See Section 2.3(h) of this Agreement)

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SCHEDULE 1

ACTION PLAN

(Please refer to Appendix 5 of the Subscription Agreement)

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SCHEDULE 2

E&S PERFORMANCE REPORT

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AMR SECTION I

IFC’s Investment Agreement requires for the JUMIA project to prepare a comprehensive Annual Monitoring Report (AMR) on the environmental and social (E&S) performance of its facilities and operations. This document comprises IFC’s preferred format for E&S performance reporting. The following template may be supplemented with annexes as appropriate to ensure all relevant information on project performance is reported.

CONTENTS:

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AMR SECTION II

Please refer to the (the “Agreement”) dated [●], [●] between Jumia (the “Client”) and International Finance Corporation (“IFC”). For the purposes of this Representation Statement, capitalized terms used herein shall have the meanings ascribed to them in the Agreement, unless otherwise defined herein.

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AMR SECTION III

This section aims to identify the key E&S progress/activities/incidents during the Reporting period (include: Summary of Key Findings for the Reporting Period e.g. non-compliances, significant incidents², social unrest, significant improvements/initiatives regarding E&S performance, etc.)

Project Status

Select the current status of the project and provide a brief description of the developments in relation to the project over the reporting period.

New investment under development? (Corporate and Investment Funds) ☐ Yes        ☐ No

Please provide details in section IV of this AMR.

Note to Client: Environmental and Social (E&S) refers to the aspects covered under Performance Standards 2 to 8, including but not limited to environmental, climate, labor and working conditions, GBV and SEAH³, workers and community health and safety, and biodiversity matters.

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Table 2: Status of Environmental Permits and Licenses

Table 3: Status of Certifications

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Table 5: Overview of Emergency Drills

Table 6: Overview of LFS systems inspection, testing and maintenance

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Table 7: Overview of Stakeholder Engagement

Table 8. Overview of External Grievances

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Table 3: Overview of Worker Grievances

Table 4: Lost-Time Injury (LTI) Indicators

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Table 5: Overview of work-related serious injuries and fatalities

LESS to select the appropriate parameters per industry, based on relevant WBG EHS Guidelines.

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Please answer all questions below and provide supporting data in the tables or attachments.

Table: Fuel Consumption

Table: Electricity Consumption

Table: Water Consumption

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Table: GHG emissions

Table: Generation and Handling of Waste

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Table: Use [and Generation] of Hazardous Materials

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Table 1: Community health and safety programs

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Table 2: Road Safety Statistics

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Table 3: Use of Security Forces and Private Security Personnel (if several providers are used, please add a row for each one)

Table 3: Community incidents involving project security (if several providers are used, please add a row for each one)

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AMR SECTION IV

Please update us in the current status of the E&S action plan (ESAP), define the dates when pending actions will be implemented. Please refer to the initial ESAP for the indicators and deliverables.

TABLE IV: Environmental and Social Action Plan (ESAP) Status Report

(Client completes this report annually)

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AMR SECTION V

The following are the deviations/non-compliances identified in reference to the following:

If there are deviations or non-compliance, please record and provide additional information if necessary.

As applicable, please explain the cause and describe the planned corrective actions to prevent re-occurrence.

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AMR SECTION VI

Please check the box that best represent your evaluation of the support received from IFC.

On dealing with E&S aspects of the investment, how diligently in your opinion has IFC been able: