Terms & Conditions

SELLING AFRICA MERCHANT AGREEMENT

Introduction

As a demonstration of our commitment to African entrepreneurs, Azed Communications and SellingAfrica.com (hereinafter collectively referred to as ?Selling Africa?, ?We?, ?Us?, and ?Our?) opened up its online platform to Nigerian businesses to enable Sellers sell their products giving instant global access to your products. Sellers can also enjoy all the benefits that come with having an online store by being able to sell their products to customers globally. Businesses that sign up to sell on our website will have a free microsite provided for them, and Selling Africa will provide some additional value-added services including but not limited to marketing, customer service, and logistics partnerships to cater for customers across the world. Selling Africa will also provide seller support to all its Sellers to help grow their businesses. Sellers can greatly increase sales and revenue by partnering with us, while we worry about giving them the visibility and customer base needed to achieve this. We also provide convenient payment terms for the proceeds of Sellers? sales. Selling Africa offers its customers prepaid payment options for goods purchased. All a Seller is required to do to enjoy all these benefits is to review and accept the terms and conditions of the Selling Africa Merchant Agreement below.

Selling Africa reserves the right to alter these Terms & Conditions at any point without notice, by updating the content on the Selling Africa website.

Agreement

In consideration of the mutual covenants set forth in this Agreement, Seller and Selling Africa (jointly referred to as ?Parties? and individually as a ?Party?) hereby agree as follows:

  1. Services Rendered

    The Seller agrees to compensate Selling Africa for the services rendered listed in section 3 below (?Compensation?).
  2. Delivery of Services

    1. Selling Africa will use reasonable diligence in rendering the Services offered to the Seller, which include the following:
      1. Online storefront tailored to the Seller with payment gateway at Selling Africa.com;
      2. Access to Seller Admin Dashboard and other account management systems;
      3. Access to a dedicated seller support team to attend to all inquiries and other account management services;
      4. Access to logistics partners;
      5. Provision of analytics;
      6. Seller Services Helpline Number (Mon ? Fri; 08:00 ? 18:00)
      7. E-marketing, and other marketing services as available and appropriate.
    2. Selling Africa may at its sole discretion add or remove Services from the above list from time to time and some of the new services may attract separate charges, in which case the Seller will be informed before provision of the said services.
    3. Selling Africa reserves the right to alter or vary the available Services, the nature of the Services and any charges at its sole discretion.
    4. The Seller agrees to use reasonable diligence in providing Selling Africa with genuine products and accurate product information. The seller shall also be responsible for listing and pricing their products on the marketplace and also update inventory level based on stock availability.
    5. By listing your products on Selling Africa you agree to be liable for shipping to the customer using your preferred carrier.
    6. Selling Africa will not be held liable for any cost of shipment, loss or damage of goods in transit. Sellers are also expected to handle their returns through their preferred logistics service provider or as agreed with the customer. Selling Africa will not be responsible for returning your shipped orders to you.
  3. Compensation

    1. For all of the Services provided by Selling Africa under this Agreement, the Seller shall compensate Selling Africa by paying the sum equivalent of 20% the cost price (?Service Charge?) of the product as listed on SellingAfrica.com (?product price?) to Selling Africa.
    2. This sum shall be deducted from any payments immediately made to the Seller immediately after a product sale and the balance shall be transferred to the Sellers account. Provided that, this shall not prevent Selling Africa from seeking reimbursement for any fees, commissions, levies or any additional expenses incurred in a product sale not contemplated under this Agreement.
    3. Selling Africa will from time to time review the Service Charge and will notify the Seller of any changes by communicating directly to sellers, or publishing the same on the Seller Admin Dashboard portal, or on Selling Africa?s website not less than fourteen (14) days before any variation in Service Charge or commission structure takes place.
    4. Payments shall be remitted into the sellers account immediately after a sale has been made but Selling Africa shall have a lien on the sum paid (?Net value?) recoverable at any time prior to the expiry of the return policy stated on the product.
    5. Selling Africa shall have the right to recover the Net Value paid to the seller once a buyer requests for a return of a product sold by the Seller in accordance with the return policy stated on the product.
    6. Selling Africa shall deduct the Service Charge before remitting the Net Value into Seller?s account.
  4. Confidentiality

    1. The Seller and Selling Africa acknowledge and agree that the scope of work and all other documents and information related to the development of the Services (the ?Confidential Information?) will constitute valuable trade secrets of Selling Africa.
    2. Seller shall keep the Confidential Information in confidence and shall not at any time during or after the terms of this agreement, without Selling Africa?s prior written consent, disclose or otherwise make available to anyone, either directly or indirectly, all or any part of the Confidential Information.
      Excluded from the ?Confidential Information? definition is anything that can be seen by the public.
  5. Independent Contractor

    1. Selling Africa shall be deemed as an independent contractor.
    2. Selling Africa will be fully responsible for payment of its own income taxes on all compensation earned under this Agreement.
    3. Seller will not withhold or pay any income tax, social security tax, or any other payroll taxes on Selling Africa?s behalf.
    4. Selling Africa is also not responsible for remitting or paying VAT (Value Added Taxes) on behalf of the Seller.
    5. Selling Africa understands that it will not be entitled to any fringe benefits that Seller provides for its employees generally or to any statutory employment benefits, including without limitation, worker?s compensation or unemployment insurance.
  6. Entire Agreement

    1. This Agreement contains the entire agreement between the Parties relating to the subject matter hereof and supersedes any and all prior agreements or understandings, written or oral, between the parties related to the subject matter hereof.
    2. Selling Africa reserves the right to alter these terms and conditions at any point without notice, by updating the content on the Selling Africa website.
  7. Content

    1. Ownership Rights: Selling Africa does not claim ownership rights in your Content. You grant Selling Africa a license solely to enable Selling Africa to use any information or content you supply Selling Africa with so that Selling Africa is not violating any rights you might have in that Content. You agree to allow Selling Africa to store or re-format your Content and display your Content on Selling Africa in any way as Selling Africa chooses. Therefore:
      1. Selling Africa will only use personal information in accordance with its Privacy Policy.
      2. By uploading Content to Selling Africa, you promise that you own and/or have the right to use such Content in this manner and that such Content does not infringe any third-party intellectual property rights.
      3. In the event that Selling Africa receives a complaint in respect of any Content posted by you it shall be your sole responsibility to deal with such a complaint and to compensate Selling Africa for any loss suffered.
      4. Selling Africa reserves the right to remove any such Content immediately. By uploading images to Selling Africa, you agree that Selling Africa has the right to use your images to promote SellingAfrica.com.
    2. Re-Posting Content: By posting Content on Selling Africa, it is possible for an outside website or a third party to re-post that Content. You agree to hold Selling Africa harmless for any dispute concerning this use. If you choose to display your own Selling Africa -hosted image on another website, the image must provide a link back to its listing page on Selling Africa.
    3. Idea Submissions: Selling Africa considers any unsolicited suggestions, ideas, proposals or other material submitted to it by sellers via the Site or otherwise to be non-confidential and non-proprietary, and Selling Africa shall not be liable for the disclosure or use of such Material. If, at Selling Africa?s request, any member sends Material to improve the site (for example to customer support), Selling Africa will also consider that Material to be non-confidential and non-proprietary and Selling Africa will not be liable for use or disclosure of the Material. Any communication by you to Selling Africa is subject to this Agreement.
  8. Indemnification

    1. Seller warranty: Seller warrants that everything it gives Selling Africa to use in the delivery of the Services or any deliverable is legally owned or licensed to the Seller. The Seller agrees to indemnify and hold Selling Africa, its employees and associates harmless from any and all claims brought in the performance of the Services.
    2. Indemnifying Customers: Selling Africa expects that all products shipped to customers matches the description stated on the site and must be shipped in working condition. If a valid complaint is made by a buyer within 48 hours of purchase, Selling Africa reserves the right to hold on to the revenue for them or deduct the value from the seller?s account pending payment. Not complying with this term will lead to the termination of the store on Selling Africa.
  9. Terms & Conditions

    1. Either Party shall have the right to terminate this Agreement for cause immediately and without notice in the event of a breach of the obligation under this Agreement by the other Party. Selling Africa has the right to evict the Seller from Selling Africa if any, or a combination, of the following breaches are committed:
      1. Fails to make a product that has been ordered for on Selling Africa available for delivery within four (4) business days after it was supposed to be available for delivery;
      2. Provides fake, inferior or substandard products that have been sold as genuine;
      3. Provides used, refurbished or damaged products that has been sold as new or unused;
      4. Lists and sells products that have not been authorized for sale by the appropriate regulatory body (including but not limited to the NCC, NAFDAC etc);
      5. Fails to meet the Quality Of Service Standards (QOS) as defined in the Seller Admin Dashboard ratings system (details on request);
      6. Engages in any activity which would be considered illegal under Nigerian law, or engages in any activity that could be considered as fraudulent or misleading;
      7. Engages in any activity that brings Selling Africa, or any of Selling Africa?s partners or other mall vendors into disrepute.
    2. Selling Africa reserves the right to alter these QOS rules at any time, and in the event of any changes Selling Africa will inform the Seller by publishing the same on Selling Africa?s website. Selling Africa will send a formal warning to the Seller after each incident.
  10. Policy on Counterfeit, Refurbished and Unauthorized Products on Selling Africa

    1. Selling Africa is committed to delivering stellar services to its customers at all times, and we strive to ensure that all products sold via the Selling Africa and shipped to our buyers are held to the same high quality standards.
    2. Selling Africa has zero tolerance for counterfeit products, therefore any store that sells unoriginal, fake/replica, refurbished or unauthorized items on Selling Africa will be automatically suspended and the authenticity of the products will be investigated.

      If the Seller is then proven to sell these items, the store will be permanently prohibited from selling on Selling Africa. This policy excludes official replica items produced and sold by authorized brands and organizations.
  11. Force Majeure

    The Parties agree that there shall attach no liability for any inability to carry out any obligations under this Agreement if is attributable to an event of force majeure including but not limited to systems downtime, server failure, civil commotion, strikes or lock outs, war, flood, insurrection and other acts of God PROVIDED however that where an event of force majeure subsists for more than One (1) month the Party affected by such force majeure event shall be deemed to have voluntarily excused itself from the transaction contemplated by this Agreement.
  12. Governing Law

    This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria in force from time to time and any disputes arising out of or in connection with this Agreement shall be subject to the exclusive jurisdiction of courts within Cross River State.