This document is an electronic record in terms of National Information Technology Development Agency Act, 2007 and rules there under as applicable and the amended provisions pertaining to electronic records in various statutes as amended by the National Information Technology Development Agency Act, 2007. This electronic record is generated by a computer system and does not require any physical or digital signatures.
Your use of the reselr.com website www.reselr.com or https://reselr.com or mobile app (hereinafter referred to as "reselr.com.") and tools are governed by the following terms and conditions as applicable to reselr.com. If you transact on or use reselr.com, you shall be subject to the policies that are applicable to the website and mobile app for such transaction or usage. By mere use of the website or mobile app you shall be contracting with UWorkOn Limited, owner of reselr.com, and a company registered under Companies and Allied Matters Act, 2004 with head office at 9 Sadiku street, off Lateef Jakande road, Ikeja Lagos, Nigeria and these terms and conditions constitute your binding obligations.
ACCESSING, BROWSING OR OTHERWISE USING THE SITE OR MOBILE APP INDICATES YOUR AGREEMENT TO ALL THE TERMS AND CONDITIONS IN THIS AGREEMENT, SO PLEASE READ THIS AGREEMENT CAREFULLY BEFORE PROCEEDING
Use of the reselr.com Website is available only to persons who can form legally binding contracts under Nigerian governing laws. If you are a minor i.e. under the age of 18 years, you shall not register as a member of reselr.com and shall not transact or use reselr.com website or mobile app. As a minor if you wish to use or transact on reselr.com, such use or transaction may be made by your legal guardian or parents who have registered as users of reselr.com. reselr.com reserves the right to terminate your membership and refuse to provide you with access to reselr.com if it is brought to UWorkOn Limited’s notice or if it is discovered that you are under the age of 18 years.
Account & Registration
When You use the Website or send emails or other data, information or communication to reselr.com, You agree and understand that You are communicating with reselr.com through electronic records and You consent to receive communications via electronic records from reselr.com periodically. reselr.com may communicate with You by email or by such other mode of communication, electronic or otherwise.
Membership on reselr.com is free. reselr.com does not charge any fee for browsing and buying on reselr.com. However, reselr.com reserves the right to charge a fee and change its policies from time to time. In particular, reselr.com may at its sole discretion introduce new services and modify some or all of the existing services offered on reselr.com. In such an event reselr.com reserves, without notice to You, the right to introduce fees for the new services offered or amend/introduce fees for existing services, as the case may be. Changes to the Fee and related policies shall automatically become effective immediately once implemented on reselr.com. Unless otherwise stated, all fees shall be quoted in United States Dollar and/or in Nigerian Naira. You shall be solely responsible for compliance of all applicable laws including those in Nigeria or in your country for making payments to reselr.com.
Use of reselr.com
You agree, undertake and confirm that your use of reselr.com shall be strictly governed by the following binding principles:
You shall not host, display, upload, modify, publish, transmit, update or share any information that:
Belongs to another person and to which You do not have any right.
Is grossly harmful, harassing, blasphemous, defamatory, obscene, pornographic, paedophilic, libellous, invasive of another's privacy, hateful, or racially, ethnically objectionable, disparaging, relating or encouraging money laundering or gambling, or otherwise unlawful in any manner whatever; or unlawfully threatening or unlawfully harassing including but not limited to "indecent representation of women" or misleading in any way;
Is patently offensive to the online community, such as sexually explicit content, or content that promotes obscenity, pedophilia, racism, bigotry, hatred or physical harm of any kind against any group or individual;
Harasses or advocates harassment of another person;
Involves the transmission of "junk mail," "chain letters," or unsolicited mass mailing or "spamming";
Promotes illegal activities or conduct that is abusive, threatening, obscene, defamatory or libelous;
Infringes upon or violates any third party's rights [(including, but not limited to, intellectual property rights, rights of privacy (including without limitation unauthorized disclosure of a person's name, email address, physical address or phone number) or rights of publicity];
Promotes an illegal or unauthorized copy of another person's copyrighted work (see "Copyright complaint" below for instructions on how to lodge a complaint about uploaded copyrighted material), such as providing pirated computer programs or links to them, providing information to circumvent manufacture-installed copy-protect devices, or providing pirated music or links to pirated music files;
Contains restricted or password-only access pages, or hidden pages or images (those not linked to or from another accessible page);
Provides material that exploits people in a sexual, violent or otherwise inappropriate manner or solicits personal information from anyone;
Provides instructional information about illegal activities such as making or buying illegal weapons, violating someone's privacy, or providing or creating computer viruses;
Contains video, photographs, or images of another person age 18 or older without his or her express written consent and permission or those of any minor (regardless of whether you have consent from the minor or his or her legal guardian).
Tries to gain unauthorized access or exceeds the scope of authorized access (as defined herein and in other applicable Codes of Conduct or End User Access and License Agreements) to the Sites or to profiles, blogs, communities, account information, bulletins, friend request, or other areas of the Sites or solicits passwords or personal identifying information for commercial or unlawful purposes from other users;
Solicits gambling or engages in any gambling activity which reselr.com, in its sole discretion, believes is or could be construed as being illegal;
Interferes with another user's use and enjoyment of reselr.com Website or any other individual's user and enjoyment of similar services;
harm minors in any way;
infringes any patent, trademark, copyright or other proprietary rights or third party’s trade secrets or rights of publicity or privacy or shall not be fraudulent or involve the sale of counterfeit or stolen items;
violates any law for the time being in force;
deceives or misleads the addressee/ users about the origin of such messages or communicates any information which is grossly offensive or menacing in nature;
impersonate another person;
Contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer resource; or contains any Trojan horses, worms, time bombs, cancelbots, easter eggs or other computer programming routines that may damage, detrimentally interfere with, diminish value of, surreptitiously intercept or expropriate any system, data or personal information;
Threatens the unity, integrity, defence, security or sovereignty of The Federal Republic of Nigeria or of any country, friendly relations with foreign states, or public order or causes incitement to the commission of any cognizable offence or prevents investigation of any offence or is insulting any other nation.
Shall not be false, inaccurate or misleading;
Shall not, directly or indirectly, offer, attempt to offer; trade or attempt to trade in any item, the dealing of which is prohibited or restricted in any manner under the provisions of any applicable law, rule, regulation or guideline for the time being in force.
Shall not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other suppliers;
You shall not use any “deep-link”, “page-scrape”, “robot”, “spider” or other automatic device, program, algorithm or methodology, or any similar or equivalent manual process, to access, acquire, copy or monitor any portion of the Website or any Content, or in any way reproduce or circumvent the navigational structure or presentation of the Website or any Content, to obtain or attempt to obtain any materials, documents or information through any means not purposely made available through the Website. reselr.com reserves the right to bar any such activity.
You shall not attempt to gain unauthorized access to any portion or feature of reselr.com website, or any other systems or networks connected to reselr.com Website or to any reselr.com server, computer, network, or to any of the services offered on or through reselr.com Website, by hacking, password “mining” or any other illegitimate means.
You shall not probe, scan or test the vulnerability of reselr.com website or any network connected to reselr.com website nor breach the security or authentication measures on reselr.com website or any network connected to the Website.
You may not reverse look-up, trace or seek to trace any information on any other user of or visitor to reselr.com Website, or any other customer of reselr.com, including any reselr.com account not owned by you, to its source, or exploit reselr.com Website or any service or information made available or offered by or through reselr.com Website, in any way where the purpose is to reveal any information, including but not limited to personal identification or information, other than your own information, as provided for by reselr.com Website.
You agree that you will not take any action that imposes an unreasonable or disproportionately large load on the infrastructure of reselr.com Website or reselr.com’s systems or networks, or any systems or networks connected to reselr.com.
You agree not to use any device, software or routine to interfere or attempt to interfere with the proper working of the Website or any transaction being conducted on the Website, or with any other person’s use of the Website.;
You may not forget headers or otherwise manipulate identifiers in order to disguise the origin of any message or transmittal you send to reselr.com on or through the Website or any service offered on or through the Website. You may not pretend that you are, or that you represent, someone else, or impersonate any other individual or entity.
You shall not exaggerate or over emphasize the attributes of such items or services so as to mislead other Users in any manner.
You shall not lift (i.e. copy and paste) images of products you want to sell on reselr.com from other websites, images to be used must be original images and not stolen images or content posted on another site. And in the event that you violate this term, you hereby indemnify reselr.com of any third party claim thereon.
You understand that reselr.com has the right at all times to disclose any information (including the identity of the persons providing information or materials on the reselr.com Website) as necessary to satisfy any law, regulation or valid governmental request. This may include, without limitation, disclosure of the information in connection with investigation of alleged illegal activity or solicitation of illegal activity or in response to a lawful court order or subpoena. In addition, we can (and you hereby expressly authorize us to) disclose any information about you to law enforcement or other government officials, as we, in our sole discretion, believe necessary or appropriate in connection with the investigation and/or resolution of possible crimes, especially those that may involve personal injury.
YOU REMAIN SOLELY RESPONSIBLE FOR THE CONTENT OF THE MATERIALS YOU POST ON THE reselr.com WEBSITE AND IN YOUR PRIVATE MESSAGES.
Please be advised that such Content posted does not necessarily reflect the views of reselr.com. In no event shall reselr.com assume or have any responsibility or liability for any Content posted or for any claims, damages or losses resulting from use of Content and/or appearance of Content on reselr.com. You hereby represent and warrant that you have all necessary rights in and to all Content you provide and all information it contains and that such Content shall not infringe any proprietary or other rights of third parties or contain any libelous, tortious, or otherwise unlawful information.
Your correspondence or business dealings with, or participation in promotions of, advertisers found on or through reselr.com, including payment and delivery of related goods or services, and any other terms, conditions, warranties or representations associated with such dealings, are solely between you and such advertiser. reselr.com shall not be responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of such advertisers on reselr.com.
It is possible that other users (including unauthorized users or “hackers”) may post or transmit offensive or obscene materials on reselr.com and that you may be involuntarily exposed to such offensive and obscene materials. It also is possible for others to obtain personal information about you due to your use of reselr.com, and that the recipient may use such information to harass or injure you. reselr.com does not approve of such unauthorized uses but by using the reselr.com Website or Mobile App you acknowledge and agree that reselr.com will not be responsible for the use of any personal information that you publicly disclose or share with others on reselr.com. Carefully select the type of information that you publicly disclose or share with others on reselr.com.
reselr.com shall have all the rights to take necessary action and claim damages that may occur due to your involvement/participation in any way on your own or through a group(s) of People, intentionally or unintentionally in DoS/DDoS (Distributed Denial of Services).
Contents Posted on Site
All text, graphics, user interfaces, visual interfaces, photographs, trademarks, logos, sounds, music, artwork and computer code (collectively, “Content”), including but not limited to the design, structure, selection, coordination, expression, “look and feel” and arrangement of such Content, contained on reselr.com is owned, controlled or licensed by or to UWorkOn Limited, and is protected by trade dress, copyright, patent and trademark laws, and various other intellectual property rights and unfair competition laws.
do not remove any proprietary notice language in all copies of such documents,
use such information only for your personal, non-commercial informational purpose and do not copy or post such information on any networked computer or broadcast it in any media,
make no modifications to any such information, and
not make any additional representations or warranties relating to such documents.
reselr.com does not take responsibility or liability for the actions, products, content and services on reselr.com website, which are linked to Affiliates and / or third party websites using reselr.com APIs or otherwise. In addition, reselr.com may provide links to the third party websites of affiliated companies or publishers and certain other businesses for which, reselr.com assumes no responsibility for examining or evaluating the products and services offered by them, and reselr.com does not warrant the offerings of, any of these businesses or individuals or the content of such third party website(s). reselr.com does not in any way endorse any third party website(s) or content thereof.
Links and Code Tags
reselr.com welcomes links to this site. You may establish a hypertext link to reselr.com website, provided that the link does not state or imply any sponsorship or endorsement of your site by reselr.com. You must not use on your site or in any other manner any trademarks, service marks or any other materials appearing on reselr.com, including any logos or characters, without the express written consent of reselr.com and the owner of the mark or materials. You must not frame or otherwise incorporate into another third party website or present in conjunction with or juxtaposed against such a website any of the content or other materials on the reselr.com website without reselr.com’s prior written consent.
Our publisher partners can use reselr.com’s code tags on their website or blogs. reselr.com does not take responsibility or liability for any damage or loss that this code tags may cause to the publisher or to his website or blog.
You hereby declare that you have provided all necessary Legal Delivery Details for the shipment of the product to the destination specified by you in the Order.
You further declare that the Product will be acquired for personal use of the Consignee and/or Buyer. The Product will not be sold, resold, bartered or in any way disposed for profit.
Disclaimer of Warranties And Liabilities
This website, all the materials and products (including but not limited to software) and services, included on or otherwise made available to you through this site are provided on reselr.com on “as is” and “as available” basis without any representation or warranties, express or implied except otherwise specified in writing. Without prejudice to the forgoing paragraph, reselr.com does not warrant that:
This website will be constantly available, or available at all; or
The information on this website is complete, true, accurate or non-misleading.
reselr.com will not be liable to you in any way or in relation to the contents of, or use of, or otherwise in connection with, reselr.com website or mobile app.
reselr.com does not warrant that this site; information, content, materials, product (including software) or services included on or otherwise made available to you through reselr.com website; their servers; or electronic communication sent from reselr.com are free of viruses or other harmful components.
Nothing on reselr.com constitutes, or is meant to constitute, advice of any kind.
All the products sold on reselr.com are governed by laws of The Federal Republic of Nigeria and if reselr.com is unable to deliver such products due to implications of the laws, reselr.com will return or will give credit for the amount received by reselr.com from the sale of such product, which could not be delivered to you.
You will be required to enter a valid phone number while registering or placing an order on reselr.com. By registering your phone number with us, you consent to be contacted by reselr.com via phone calls and / or SMS notifications, in case of any account information or order or shipment or delivery related updates. reselr.com will not use your personal information to initiate any promotional phone calls or SMS'.
Payment While availing any of the payment method(s) offered at reselr.com, reselr.com will not be responsible or assume any liability, whatsoever in respect of any loss or damage arising directly or indirectly to you due to:
Lack of authorization for any transaction(s), or
Exceeding the preset limit mutually agreed by you and between your "Bank(s)", or
Any payment issues arising out of the transaction, or
Decline of transaction for any other reason/s.
All payments made against the purchases/services on reselr.com by you shall be in currencies available to you on reselr.com and acceptable by your local banks.
Reseller Earnings The Wallet ("Wallet" or “Your Earnings”) is an earning records instrument which is associated with your reselr.com account on mobile app. You can maintain a balance of money with reselr.com and redeem it at your convenience. reselr.com will not pay any interest on the amount maintained by you in your Wallet. There is no need to maintain a minimum balance.
Limitation of Liability: In no event will reselr.com be liable for any special, incidental, indirect or consequential damages or losses of any kind, arising from the use of the mobile app or association with the mobile app.
Breach Without limiting other remedies, reselr.com may limit your activity, immediately remove your information, warn other Users of your actions, immediately temporarily/indefinitely suspend or terminate or block your membership, and/or refuse to provide you with access to reselr.com website in the event, but not limited to:
If reselr.com is unable to verify or authenticate any information you provide; or
Applicable Law This Agreement shall be governed by and interpreted and construed in accordance with the laws of The Federal Republic of Nigeria. The place of jurisdiction shall be exclusively in Lagos, Nigeria.
Jurisdictional Issues/Sale in Nigeria and Outside Nigeria Unless otherwise specified, the material on reselr.com is presented for the purpose of sale in Nigeria and for users outside Nigeria. reselr.com makes no representation that materials/services in reselr.com are appropriate or available for use in other locations/Countries other than locations/Countries specified or entered by the user. Those who choose to access this site from other locations/Countries other than Nigeria do so on their own initiative and in compliance with their local laws, if and to the extent local laws are applicable.
Trademark,Copyright and Restriction This site is controlled and operated by UWorkOn Limited. All material on this site, including images, illustrations, audio clips, and video clips, are protected by copyrights, trademarks, and other intellectual property rights that are owned and controlled by us or by other parties that have licensed their material to us. Material on reselr.com web site owned, operated, licensed or controlled by us is solely for your personal, non-commercial use. You must not copy, reproduce, republish, upload, post, transmit or distribute such material in any way, including by e-mail or other electronic means and whether directly or indirectly and you must not assist any other person to do so. Without the prior written consent of the owner, modification of the materials, use of the materials on any other web site or networked computer environment or use of the materials for any purpose other than personal, noncommercial use is a violation of the copyrights, trademarks and other proprietary rights, and is prohibited. Any use for which you receive any remuneration, whether in money or otherwise, is a commercial use for the purposes of this clause.
Copyright complaint We at reselr.com respect the intellectual property of others. In case you feel that your work has been copied in a way that constitutes copyright infringement you can write to us at email@example.com
Risk of loss All items purchased from reselr.com are made pursuant to a shipment contract between the Supplier/Merchant and the Shipping/Delivery provider that they have chosen. This means that the Risk of Loss shall remain between the Supplier/Merchant and the Shipping/Delivery Provider until the item is transferred to You. In the event that the items are damaged after receipt, the risk falls on the customer.
Product and Service Description reselr.com tries to be as accurate as possible. However, reselr.com does not warrant that product or service description or other content of this site is accurate, complete, reliable, current, or error-free. If a product or service offered on reselr.com itself is not as described, your sole remedy is to return it to the Supplier/Merchant in unused condition.
Pricing and Typographical error If reselr.com comes across any difference in pricing resulting from typographic errors with regards to pricing or product/service information, reselr.com shall have the right to rectify the same or cancel the order(s) and refund monies, if any, collected from the customer within 10-15 business days of such corrective action taken. The mode of refund will be the same as at the time of placing the order. Cash on Delivery order refunds will be done by cheque or bank transfer.
Cancellation of order reselr.com reserves the right to cancel any order without any explanation for doing so, under situation where reselr.com or the Supplier/Merchant is not able to meet the requirement of the order placed or order so placed/cancelled does not comply with the reselr.com policy or for any reason. However, reselr.com will ensure that any communication of cancellation of an order is intimated within appropriate time to the concerned person and any applicable refund, will be made in reasonable time. Note that in the event of cancellation of a ‘pay on delivery’ orders, reselr.com will not be liable in any form where the customer proceeds to receive orders following an earlier cancellation.
Termination of Service reselr.com reserves the absolute right to modify, discontinue, temporarily or permanently, any and all portion of our goods and services with or without prior communications. You hereby consent that reselr.com will under no circumstance be liable to you or any third party for any modification or discontinuance of availability of goods or services on the website.
Limitation of Liability
IN NO EVENT SHALL reselr.com BE LIABLE FOR ANY SPECIAL, INCIDENTAL, INDIRECT OR CONSEQUENTIAL DAMAGES OF ANY KIND IN CONNECTION WITH THIS AGREEMENT, EVEN IF reselr.com HAS BEEN INFORMED IN ADVANCE OF THE POSSIBILITY OF SUCH DAMAGES.
reselr.com’s AGGREGATE LIABILITY TO YOU, ANY INDIVIDUAL OR ANY THIRD PARTY IN ANY MATTER ARISING HEREFROM, RELATED OR CONNECTED TO OUR GOODS AND SERVICES IS AT THE COMPANY’S SOLE DISCRETION.
Terms And Conditions For Non-Eateries Merchant Gift Certificate
Only one certificate may be used per order, except this is expressly stated otherwise by the Merchant.
All Merchant Gift Certificate purchased on reselr.com strictly apply to products found thereon, this will therefore not suffice for shipping fees.
The Merchant is at liberty to offer credit if he wishes unless otherwise required by law.
In the event a customer misplaces (i.e. whether stolen or lost) his or her voucher, or reference number neither the Merchant nor reselr.com will be held responsible for same.
In the event a Customer decides to redeem his Gift Certificate without abiding with all terms and conditions herein stated, the gift certificate will be rendered invalid.
All Gift Certificates are void to the extent prohibited by law.
Gift Certificates cannot be combined with any other gift certificates, including but not limited to coupons, promotions, third party certificates etc., unless otherwise expressly specified by Merchant.
All reselr.com offers (including but not limited to discounts), upon expiration of the date specified in the offer becomes invalid.
Other Terms and Conditions Please note that all Merchants who already have goods and services, or Prospective Merchants who have sent in request to have their goods and services uploaded or advertised on reselr.com in order to conduct transactions, including but not limited to;
Merchants who sell Goods on reselr.com
Merchants who offer Services on reselr.com
Firms/Organizations who choose to advertise on reselr.com’s website (i.e. Advertisers, either on a trade by barter basis with reselr.com or on a strictly Advertisement service level) are hereby governed by the Terms and Conditions here in.
Advertising Services offered by reselr.com include, but are not limited to the display of certain goods, services and information about your business from time to time, splashing adverts, direct calls, messages to you and sending certain information to users of reselr.com via different means (i.e. SMS messages or emails).
All vouchers purchased and thereafter printed from the reselr.com platform are strictly promotional vouchers which are offered at prices below their face value and thereafter purchased by customers. In light of the above they are subject to all Terms and Conditions of UWorkOn Limited as stipulated on this page and also the Terms and Conditions and Redemption Policies of the Merchant. All customers who intend to purchase on the reselr.com platform are subject to the specific limitations in relation to the goods or services. (i.e. if a Merchant specifies that only one reselr.com Voucher maybe purchased by a customer, the customer must abide by same, if the customer goes ahead to purchase more than stipulated and tries to redeem the excess, the Merchant is at liberty to refuse redemption of same without paying any compensation or refund whatsoever to the customer. In such an instance reselr.com will not compensate the customer for any such contraventions, neither will the customer receive a refund in relation to the purchase. A Restaurant or Hotel or Event Specific Gift Voucher is strictly issued by that Restaurant or Hotel or Event, who is also a Merchant on our platform and not reselr.com. The Merchant is therefore fully responsible for any and all injuries, illnesses, damages, claims, liabilities and costs suffered by or in respect of a customer, caused in whole or in part by the Merchant, as well as for any unclaimed property liability arising from unredeemed Vouchers. Restaurant or Hotel or Event -Specific Vouchers and Merchant Vouchers are redeemable “as is” only and may not be redeemed incrementally.
Our Contact Please send any questions or comments (including all inquiries unrelated to copyright infringement) regarding this Site to firstname.lastname@example.org.
Merchant and Reseller Service Agreement
As a demonstration of our commitment to businesses and entrepreneurs in Nigerian and outside of Nigeria, UWorkOn Limited (“reselr.com”, “us”), Africa’s No. 1 Online Reseller business opened up its online platform (“Web App”, “Mobile App”, “Web Store”) to businesses and individuals to enable Merchants, Resellers & Publishers sell products and services, giving instant local or international access to their products and services. Merchants & Resellers can enjoy all the benefits that come with having an online web store by downloading the Reseller Mobile App and being able to sell their own or other Merchants’ products and services to customers locally and internationally. Publishers can also enjoy all the benefits that come with having an online web store by registering to access our Publisher Web App and being able to promote and sell other Merchants’ products and services to customers locally and internationally. Businesses that sign up to reselr.com’s online platform will have a free web app provided to them to list their products and services. reselr.com will provide additional value-added services including but not limited to advertising opportunities, customer service and logistics providers to cater for customers across Nigeria and outside of Nigeria. reselr.com will also provide account managers to all merchants. Merchants can greatly increase sales and revenue by advertising their products or services across our microsites (web stores) and mobile app, and also on our registered publishers’ websites. We also provide convenient payment terms for the proceeds of Merchants’ sales and Resellers’ earnings. reselr.com offers its customers both prepaid and/or pay-on-delivery payment options for goods purchased and booking services ordered. All merchants have to do to enjoy all these benefits is to review and accept the terms and conditions of the reselr.com Service Agreement below. reselr.com reserves the right to alter these Terms & Conditions at any point without notice, by updating the content on the reselr.com website.
In consideration of the mutual covenants set forth in this Agreement, Merchant and reselr.com, and Reseller and reselr.com, and Publisher and reselr.com (jointly referred to as “Parties” and individually as a “Party”) hereby agree as follows:
The Merchant agrees to compensate reselr.com for the Advertising services rendered listed in below section (“Services”). The Reseller agrees to participate in the selling of products and services provided by Merchants. Publisher agrees to participate the selling of products and services provided by Merchants.
Delivery of Services
reselr.com will use reasonable diligence in rendering the Services offered to the Merchants, Resellers and Publishers which include the following:
Online storefront with payment gateway and escrow service at reselr.com;
Access to Web App and other account management systems;
Access to account officer and other account management services;
Access to logistics providers;
Provision of analytics dashboard on Web App;
User Services Admin Chat Support (24/7)
Advertising Services (In-App, In-Web & Publisher advertising)
reselr.com 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 Merchant or Reseller or Publisher will be informed before provision of the said services.
reselr.com reserves the right to alter or vary the available Services, the nature of the Services and any charges at its sole discretion.
The Merchant agrees to use reasonable diligence in providing reselr.com with genuine products or booking services, up-to-date product quantity information and accurate product information and booking service availability.
For all of the Services provided by reselr.com under this Agreement, the Merchant or Reseller or Publisher shall not compensate reselr.com, with commissions. However, Merchants shall compensate reselr.com for any advertisement that they choose to run for their products or services.
There is no required opening/minimum balance upon registration with reselr.com. reselr.com shall have the right to charge only for Advertising Services in the list of Services listed above.
reselr.com will from time to time review the Advertising charging structure and will notify the Merchant of any changes by communicating directly to Merchants, or publishing the same on the Merchants’ portal. reselr.com will remit payments for sales generated by the Merchants on its platform minus the Resellers’ and Publishers’ profit margin and all applicable taxes as soon as products sold have been delivered and applicable return period has lapsed, or as agreed between the Parties.
The Merchant and reselr.com, and the Reseller and reselr.com, and the Publisher and reselr.com 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 reselr.com. Merchant, Reseller and Publisher shall keep the Confidential Information in confidence and shall not at any time during or after the terms of this agreement, without reselr.com’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.
reselr.com shall be deemed as an independent contractor. reselr.com will be fully responsible for payment of its own income taxes on all compensation earned under this Agreement. Merchant, Reseller or Publisher will not withhold or pay any income tax, social security tax, or any other payroll taxes on reselr.com’s behalf. reselr.com is also not responsible for remitting or paying VAT (Value Added Taxes) on behalf of the Merchant, Reseller or Publisher. reselr.com understands that it will not be entitled to any fringe benefits that Merchant, Reseller and Publisher provides for their employees generally or to any statutory employment benefits, including without limitation, worker’s compensation or unemployment insurance. reselr.com will not be responsible for remitting or paying income taxes on all profit margins earned by Merchants, Resellers or Publishers on their behalf.
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. reselr.com reserves the right to alter these terms and conditions at any point without notice, by updating the content on the reselr.com website.
Merchant warrants that everything it gives reselr.com to use in the delivery of the Services or any deliverable is legally owned or licensed to the Merchant. The Merchant agrees to indemnify and hold reselr.com, its employees and associates or partners harmless from any and all claims brought in the performance of the Services.
Merchant, Reseller and Publisher shall indemnify and hold reselr.com harmless in respect of any action that may be taken against it, or any claims that may be brought against it, for whatever reason and of whatever nature – including, but not limited to, breach of law, regulation and/or any of the obligations and warranties under this Contract – by any third party in respect of the Contents and/or the Services and/or any and all activities related and connected to the Contents and/or the Services, irrespective of any direct liability of the Merchant, Reseller and/or Publisher (“Third Party Claim”).
Limitation of Liabilty
A) Not withstanding applicable returns policy, Merchant further covenants to:
Receive returned orders from the Customers.
In the event that the goods get lost or damaged in transit to customer or to Merchant, this will be resolved amongst Merchant, Delivery Provider used and the Customer.
B) Merchant, Reseller and Publisher agree to indemnify, defend and hold harmless reselr.com against and from any third party claims (including reasonable legal or arbitration costs) arising from:
Any breach or default on the part of the Merchant of any obligations.
Negligent act or omission of Merchant; or
Wilful violation of the law, wrong description and price of products or services advertised; or
An offence committed by Merchant, Reseller and/or Publisher.
Provision of fake, inferior or substandard products that have been sold as genuine;
Listing and selling products that have not been authorized for sale by the appropriate regulatory body (including but not limited to the NCC, NAFDAC, SON etc);
Fails to meet Quality of Service Standards (QoS) as defined by governing bodies like the International Organization for Standardization (ISO), Standards Organization of Nigeria (SON), and National Agency for Food & Drug Administration & Control (NAFDAC) etc.;
Engages in any activity which would be considered illegal under Nigerian law or local governing law of the Merchant, Reseller or Publisher, or engages in any activity that could be considered as fraudulent or misleading.
The Merchant, the Reseller and the Publisher hereby authorizes reselr.com to set-off by whatever means the whole or any part of Merchant’s, Reseller’s or Publisher’s liabilities to reselr.com or its customers under this Agreement (or any other contract with us) against any funds or goods credited to or owing to the Merchant, Reseller or Publisher under this Agreement (or any other contract with us). reselr.com may exercise this right of set-off at any time, without notice to the Merchant, Reseller or Publisher, whether either liability is present or future, cash or assets, and whether or not either liability arises under this Agreement. If the liabilities to be set off are expressed in different currencies or forms, reselr.com may convert either liability at a market rate of exchange for the purpose of set-off. In the event such set-off does not fully reimburse reselr.com for the amount owed, the Merchant, Reseller or Publisher shall immediately pay reselr.com such outstanding amount. The Merchant, Reseller and Publisher shall hold harmless any financial institution that follows our request pursuant to this clause. Any exercise of reselr.com’s right under this provision is without prejudice and in addition to any rights or remedies available to reselr.com under this Agreement or otherwise.
Term & Termination
Any of the Parties 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 any of the other Party.
reselr.com has the right to evict the Merchant, Reseller or Publisher from reselr.com if any, or a combination, of the following breaches are committed:
Fails to make a product that has been sold on reselr.com available for delivery within three (3) business days after it was supposed to be available for delivery;
Provides fake, inferior or substandard products that have been sold as genuine;
Provides used, refurbished or damaged products that has been sold as new or unused;
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);
Fails to meet the Quality Of Service Standards (QoS) as defined governing bodies like the International Organization for Standardization (ISO), Standards Organization of Nigeria (SON), and National Agency for Food & Drug Administration & Control (NAFDAC) etc.;
Engages in any activity which would be considered illegal under Nigerian law or local governing law of the Merchant, Reseller or Publisher, or engages in any activity that could be considered as fraudulent or misleading;
Engages in any activity that brings reselr.com, or any of reselr.com’s partners or other mall vendors into disrepute.
reselr.com will send a formal warning to the Merchant, Reseller or Publisher after each incident.
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.
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. reselr.com reserves the right to alter these terms and conditions at any point without notice, by updating the content on the reselr.com website.
Merchants shall be responsible for insurance in relation to goods shipped to customers.
Copyright and Infringement Trademark
reselr.com respects all copyright and trademarks of others. As a Merchant, Reseller or Publisher on our website you must in turn respect these rights. reselr.com will immediately terminate or suspend a Merchant, Reseller or Publisher who infringes another’s trademark or copyright.
The Parties hereby enter into this Agreement as independent contractors, and this Agreement will not be construed to create a partnership, joint venture, or employment relationship between them. Neither Party will represent itself to be an employee of the other or enter into any agreement or legally binding commitment or statement on the other’s behalf or in the other’s name.
Restrictions and Prohibitions
All product descriptions must be true, accurate and non-misleading.
Products sold by Merchants must not be fraudulently obtained or involve the sale of counterfeit or stolen items.
Merchants, Resellers and Publishers must not infringe or misappropriate any third party's copyright, patent, trademark, trade secret or other proprietary rights or rights of publicity or privacy; reselr.com will in appropriate circumstances and at its sole discretion, disable and/or terminate the accounts of Merchants, Resellers or Publishers who may be infringers.
Merchants, Resellers and Publishers must comply with governing laws, statute, ordinance or regulation (including, but not limited to, those governing privacy, publicity, export control, consumer protection, unfair competition, anti-discrimination or false advertising).
Products/description of products or bookings must not be defamatory, trade libelous, unlawfully threatening or harassing, or advocating, promoting or providing assistance involving violence, significant risk of death or injury, or other unlawful activities.
No display of images containing pornography is permitted.
You must not sublease Your account or give another access to Your account or sublease Your Web App or Web Store to third parties;
Merchants, Resellers and Publishers must not incur liability for reselr.com and its subcontractors or expose them to undue risk or otherwise engage in activities that reselr.com, in its sole discretion, determines to be harmful to reselr.com's affiliates, operations, reputation, or goodwill.
Merchants must not post or display any materials that exploits or otherwise exploits children under age of 18 years.
Merchants must not conduct activities such as gambling, sweepstakes, raffles and lotteries.
reselr.com is compliant with all the Money Laundering Regulations and all Money Laundering activities are prohibited.
Governing Law and Dispute Resolution
As regards any dispute relating in any way to your use of any reselr.com Service, or to any products or services sold or distributed by reselr.com or through reselr.com. Party do hereby covenant that he/she shall not commence or maintain any suit against reselr.com whether at law or in equity, but Parties shall use all reasonable endeavours to settle any dispute or difference of opinion between them, arising from or in connection with this Agreement amicably through mutual discussion. If the dispute cannot be resolved by mutual discussions within a period of fourteen (14) days from the date of notice, such dispute or claim will be resolved by binding arbitration, rather than in court. And the decision by the arbitrator shall be final. Each party shall provide his/her own arbitrator at their own cost. Both arbitrators shall agree on a neutral arbitrator whose decision will be final. The fee for the Neutral arbitrator shall be shared equally by both parties. The Arbitration shall be carried out in accordance with the provisions of the Arbitration and Conciliation Act Cap A18 Laws of the Federation 2004 or any amendment or re-enactment thereof. The Arbitration shall take place in Lagos, Nigeria and be conducted in English Language.