Welcome on the AGOGO AFRICA platform (www.AGOGOAFRICA.com), property of the AGOGO AFRICA LIFESTYLE company.

The Platform is the Internet platform of AGOGO AFRICA, allowing access to the whole website deployed by AGOGO AFRICA LIFESTYLE, which is the site www.AGOGOAFRICA.com (thereafter designed as the « Website ») and the associated sub-domains.

The Website enables the encounter of sellers (thereafter the « Sellers ») with buyers, registered on the website to purchase (thereafter the « Buyers »).

By using the website in any manner, including but not limited to visiting and navigating on the Website, you (« the user » or « you ») accept these conditions without restrictions, including the ones referenced presented here and referenced below and/or accessible by hypertext link.

The present general conditions of use (there after « General Use Conditions ») apply to all users of the website including without limitation the « sellers », « buyers », contributors to the content, information or any other element or service on the website www.AGOGOAFRICA.com and the services proposed on the website as a whole, or any other mean by the company AGOGO AFRICA.

The website www.AGOGOAFRICA.com is the e-commerce and services platform of fashion, art, handcrafts, beauty, fabrics, food or more globally African inspired culture, which offers the sale of the products made or distributed by the sellers, whether they are African or not.

The Website besides brings together the Sellers with any User of the platform, even not Buyer, who registered beforehand as a member, and offers also communication tools between Members. The Website also allows the publication and share of content by and to the visitors and members.

All the products for sale on the Platform by the Sellers are designated thereafter as the « Products » .

1. DEFINITIONS

1.1 This is an agreement between you and Agogo Africa Lifestyle Limited (“Agogo Africa”, “our” or “we”) which expression shall where the context admits include its successors-in-title and Assigns.

1.2 Please read these Terms of Use, our Privacy Policy, the Data Protection Policy, Conditions of Use, and the other applicable rules, policies, and terms available at the Agogo Africa website, (collectively, this “Agreement”) before using our services as provided on our website.

1.3 Agogo Africa operates an e-commerce platform, named www.agogoafrica.com and consisting of a website (“marketplace”) with; a. supporting logistics and payment infrastructure, for the sale and purchase of consumer products across several countries; b. a bookstore for the purchase of educational resources authored by African creatives; and c. an events section that provides a listing of upcoming fashion and lifestyle events with access to purchasing tickets to them.

1.4 These terms and conditions shall apply to buyers (“users” “customers”) and sellers (“licensors”) on the marketplace and shall govern your use of the marketplace and related services.

1.5 By using our marketplace, you accept these terms and conditions in full. If you disagree with these terms and conditions or any part of these terms and conditions, you cannot use our services.

1.6 If you use our website in the course of a business or other organizational project, then by so doing you: a. confirm that you have obtained the necessary authority to agree to these terms and conditions; b. bind both yourself and the person, company or other legal entity that operates that business or organizational project, to these terms and conditions; and c. agree that “you” in these terms and conditions shall reference both the individual user and the relevant person, company or legal entity unless the context requires otherwise.

2. Registration and account

2.1 You may not register with our marketplace if you are under 18 years of age (by using our marketplace or agreeing to these terms and conditions, you warrant and represent to us that you are at least 18 years of age).

2.2 You may not register with our marketplace if you do not have a registered business (by using our marketplace or agreeing to these terms and conditions, you warrant and represent to us that you have legal capacity to enter into binding agreements on behalf of your registered business and agree to bear all liability in the event that your legal capacity is defective).

2.3 You may register for an account with our marketplace by completing and submitting the registration application available on our website

2.4 You represent and warrant that all information provided in the registration form is complete and accurate.

2.5 If you register for an account with our marketplace, you will be asked to provide an email address/user ID and password and you agree to:

a. keep your password confidential;

b. notify us in writing immediately (using our contact details provided at section 23) if you become aware of any disclosure of your password; and

c. be responsible for any activity on our marketplace arising out of any failure to keep your password confidential, and that you may be held liable for any losses arising out of such a failure.

2.6 Your account shall be used exclusively by you or persons employed under your registered business and you shall not transfer your account to any third party. If you authorize any third party to manage your account on your behalf this shall be at your own risk.

2.7 We may suspend or cancel your account, and/or edit your account details, at any time in our sole discretion and without notice or explanation, provided that if we cancel any products or services you have paid for but not received, and you have not breached these terms and conditions, you will be entitled to a refund in respect of the same.

2.8 You may cancel your account on our marketplace by placing a request to do so via our contact channels as provided for at section 23.

3. Terms and conditions of sale
You acknowledge and agree that:
the marketplace provides an online location for sellers to sell and buyers to purchase products;
we shall accept binding sales, on behalf of sellers, but Agogo Africa is not a party to the transaction between the seller and the buyer, and will bear no liability in the event of a default by either the buyer or seller (“contracting parties”); and
a contract for the sale and purchase of a product or products does not come into between the contracting parties or upon the buyer’s confirmation of purchase via the website.
Subject to these terms and conditions, the seller’s terms of business shall govern the contract for sale and purchase between the buyer and the seller. Notwithstanding this, the following provisions will be incorporated into the contract of sale and purchase between the buyer and the seller:
a. the price for a product will be as stated in the relevant product listing;

b. the price for the product must include all taxes and comply with applicable laws in force from time to time;

c. delivery charges, packaging charges, handling charges, administrative charges, insurance costs, other ancillary costs and charges, will only be payable by the buyer if this is expressly and clearly stated in the product listing;

d. products must be of satisfactory quality, fit and safe for any purpose specified in, and conform in all material respects to, the product listing and any other description of the products supplied or made available by the seller to the buyer; and

e. the seller warrants that the seller has good title to, and is the sole legal and beneficial owner of, the products, and that the products are not subject to any third-party rights or restrictions including in respect of third-party intellectual property rights and/or any criminal, insolvency or tax investigation or proceedings
These terms of sale shall apply to all contracts for the purchase of goods by you from us, the seller, to the exclusion of all other terms and conditions which you may purport to apply under any sales offer or purchase order. These terms of sale supersede all previous agreements and understandings between the parties.

4. Authenticity
4.1 Agogo Africa does not to verify the authenticity or quality of any item sold by retailers on our website and as such will bear no liability in the event the products sold via our platform are not of merchantable quality or are unfit for the purpose which they were purchased to serve.

5. Use of Website

5.1 In this section 5 words “marketplace” and “website” shall be used interchangeably to refer to Agogo Africa ’s websites and mobile applications.

5.2 You may subject to the provisions of these terms and conditions:

a. view pages from our website in a web browser;

b. download pages from our website for caching in a web browser;

c. print pages from our website for your own personal and non-commercial use, providing that such printing is not systematic or excessive;

d. stream audio and video files from our website using the media player on our website; and

e. use our marketplace services by means of a web browser.

5.3 Except as expressly permitted by section 5.2 or the other provisions of these terms and conditions, you must not download any material from our website or save any such material to your computer.

5.4 You may only use our website for your own personal and business purposes in respect of selling or purchasing products on the marketplace. 5.5 Except as expressly permitted by these terms and conditions, you must not edit or otherwise modify any material on our website.

5.6 Unless you own or control the relevant rights in the material, you must not:

a. republish material from our website (including republication on another website);

b. sell, rent or sub-license material from our website;

c. show any material from our website in public;

d. exploit material from our website for a commercial purpose; or

e. redistribute material from our website.

5.7 Notwithstanding section 5.6, you may forward links to products on our website and redistribute our newsletter and promotional materials in print and electronic form to any person.

5.8 We reserve the right to suspend or restrict access to our website, to areas of our website and/or to functionality upon our website. We may, for example, suspend access to the website during server maintenance or when we update the website. You must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on the website.

5.9 You must not:

a. use our website in any way or take any action that causes, or may cause, damage to the website or impairment of the performance, availability, accessibility, integrity or security of the website;

b. use our website in any way that is unethical, unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;

c. hack or otherwise tamper with our website;

d. probe, scan or test the vulnerability of our website without our permission; e. circumvent any authentication or security systems or processes on or relating to our website;

f. use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;

g. impose an unreasonably large load on our website resources (including bandwidth, storage capacity and processing capacity);

h. decrypt or decipher any communications sent by or to our website without our permission;

i. conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent;

j. access or otherwise interact with our website using any robot, spider or other automated means, except for the purpose of search engine indexing;

k. use our website except by means of our public interfaces;

l. violate the directives set out in the robots.txt file for our website;

m. use data collected from our website for any direct marketing activity (including without limitation email marketing, SMS marketing, telemarketing and direct mailing); or

n. do anything that interferes with the normal use of our website.

5.10 You agree that you are only authorised to visit, view and to buy and sell event tickets. You cannot duplicate, download, publish, modify or otherwise distribute the material on the website for any purpose other than to review an event and its promotional information, for personal use, or to purchase tickets for your personal use, unless otherwise specifically authorised by Agogo Africa to do so.

6. Rules about your content

6.1 In these terms and conditions, “your content” means:

a. all works and materials (including without limitation text, graphics, images, audio material, video material, audio-visual material, scripts, software and files) that you submit to us or our marketplace for storage or publication, processing by, or onward transmission; and

b. all communications on the marketplace, including product reviews, feedback and comments.

c. Your content, and the use of your content by us in accordance with these terms and conditions, must be accurate, complete and truthful.

d. Your content must be appropriate, civil and tasteful, and accord with generally accepted standards of etiquette and behaviour on the internet, and must not:

e. be offensive, obscene, indecent, pornographic, lewd, suggestive or sexually explicit;

f. depict violence in an explicit, graphic or gratuitous manner; or

g. be blasphemous, in breach of racial or religious hatred or discrimination legislation;

h. be deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory;

i. cause annoyance, inconvenience or needless anxiety to any person; or

j. constitute spam.

k. Your content must not be illegal or unlawful, infringe any person’s legal rights, or be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law). Your content must not infringe or breach:

l. any copyright, moral right, database right, trademark right, design right, right in passing off or other intellectual property right;

m. any right of confidence, right of privacy or right under data protection legislation;

n. any contractual obligation owed to any person; or

o. any court order.

6.2 You must not use our marketplace to link to any website or web page consisting of or containing material that would, were it posted on our marketplace, breach the provisions of these terms and conditions

6.3 You must not submit to our marketplace any material that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.

6.4 The review function on the marketplace may be used to facilitate buyer reviews on products. You shall not use the review function or any other form of communication to provide inaccurate, inauthentic or fake reviews.

6.5 You must not interfere with a transaction by:

(i) contacting another user to buy or sell an item listed on the marketplace outside of the marketplace; or

(ii) communicating with a user involved in an active or completed transaction to warn them away from a particular buyer, seller or item; or

(iii) contacting another user with the intent to collect any payments

6.6 You acknowledge that all users of the marketplace are solely responsible for interactions with other users and you shall exercise caution and good judgment in your communication with users. You shall not send them personal information including credit card details.

6.7 We may periodically review your content and we reserve the right to remove any content in our discretion for any reason whatsoever.

6.8 If you learn of any unlawful material or activity on our marketplace, or any material or activity that breaches these general terms and conditions, you may inform us by contacting us as provided at section 23.

7. Content Rights

7.1 You grant to us a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, store, adapt, publish, translate and distribute your content across our marketing channels and any existing or future media.

7.2 You grant to us the right to sub-license the rights licensed under section 7.1.

7.3 You grant to us the right to bring an action for infringement of the rights licensed under section 7.1.

7.4 You hereby waive all your moral rights in your content to the maximum extent permitted by applicable law; and you warrant and represent that all other moral rights in your content have been waived to the maximum extent permitted by applicable law.

7.5 Without prejudice to our other rights under these terms and conditions, if you breach our rules on content in any way, or if we reasonably suspect that you have breached our rules on content, we may delete, unpublish or edit any or all of your content.

8. Intellectual Property and Software Rights Copyright

8.1 All content included in or made available through our website, such as text, graphics, logos, button icons, images, audio clips, digital downloads, data compilations, and software is the property of Agogo Africa or its licensors and protected by Nigerian and international copyright laws.
Trademarks

8.2 In addition, graphics, logos, page headers, button icons, scripts, and service names included in or made available through our website are trademarks or trade dress of Agogo Africa Limited or its licensors in Nigeria and other countries.

8.3 In particular, the Agogo Africa logo and website design are registered trademarks of Agogo Africa. No licence or consent is granted to you to use these marks in any way, and you agree not to use these marks or any marks which are reasonably similar without the written permission of Agogo Africa.

8.4 Agogo Africa ’s trademarks and trade dress registered or unregistered may not be used in connection with any product or service that is not Agogo Africa ’s, in any manner that is likely to cause confusion among customers, or in any manner that disparages or discredits Agogo Africa.

8.5 Agogo Africa does not own the rights to the images, trademarks and intellectual property of our licensors and the respective third-parties that are featured on this website. All rights of these images, trademarks and intellectual property belong to their respective owners.

8.6 The intellectual property rights of all software made available to you on this website remains the property of Agogo Africa and its licensors and are protected by copyright laws and treaties around the world. All such rights are reserved by Agogo Africa and its licensors.
Liability

8.7 You are permitted to store, print and display the content supplied for your personal use. You may not publish, manipulate, distribute or reproduce, in any format, any of the content or copies of the content supplied to you or which appears on this website, nor may you use any such content in connection with any business or commercial enterprise without consent properly sought and obtained from the copyright owners.

8.8 You are prohibited from modifying, translating, reverse engineering, decompiling, disassembling or creating derivative works based on any software or accompanying documentation supplied by Agogo Africa or its licensors.

8.9 Any infringement of the intellectual property rights of any party on this site will be reported to the relevant authorities upon discovery.

9. Due Diligence and Audit Rights

9.1 We operate an anti-money laundering compliance program and reserve the right to perform due diligence checks on all users of the marketplace.

9.2 You agree to provide to us all such information, documentation and access to your business premises as we may require:

a. in order to verify your adherence to, and performance of, your obligations under these terms and conditions;

b. for the purpose of disclosures pursuant to a valid order by a court or other governmental body; or

c. as otherwise required by law or applicable regulation.

10. Limitations and Exclusion of Liability 10.1 Nothing in these terms and conditions will:

a. limit any liabilities in any way that is not permitted under applicable law; or

b. exclude any liabilities or statutory rights that may not be excluded under applicable law.

10.2 The limitations and exclusions of liability set out in this section and elsewhere in these terms and conditions are subject to section 10.1; and govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions

10.3 In respect of the services offered to you free of charge Agogo Africa will not be liable to you for any loss or damage of any nature whatsoever.

10.4 Our aggregate liability to you in respect of any contract to provide services to you under these terms and conditions shall not exceed the total amount paid and payable to us under the contract. Each separate transaction on the marketplace shall constitute a separate contract for the purpose of this section 10.4.

10.5 Notwithstanding section 10.4 above, we will not be liable to you for any loss or damage of any nature, including in respect of:

a. any losses occasioned by any interruption or dysfunction to the website;

b. any losses arising out of any event or events beyond our reasonable control;

c. any losses arising out of any force majeure event;

d. any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill;

e. any loss or corruption of any data, database or software; or

f. any special, indirect or consequential loss or damage.

10.6 We accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the marketplace or these terms and conditions (this will not limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).

10.7 Our marketplace may include hyperlinks to other websites owned and operated by third parties; such hyperlinks are not recommendations. We have no control over third party websites and their contents, and we accept no responsibility for them or for any loss or damage that may arise from your use of them.

10.8 Agogo Africa shall incur no liability for;
a. the resale of tickets originally bought from its platform;

b. the cancellation of the events advertised via its website;

c. for a breach of any municipal laws or regulations by event organisers;

d. any misinformation occasioned by the event organisers; and

e. any harm or personal injury to buyers resulting from the attendance of an event advertised on our website.

11. Payment

11.1 Credit card and debit card details are checked and verified by a third party. To ensure that your credit, debit or charge card is not being used without your consent, we will validate name, address and other personal information supplied by you during the order process against appropriate third-party databases.

11.2 By accepting these terms and conditions you consent to such checks being made. In performing these checks personal information provided by you may be disclosed to an accredited third party, which may keep a record of that information. You can rest assured that this is done only to confirm your identity, that a credit check is not performed and that your credit rating will be unaffected. All information provided by you will be treated securely and strictly in accordance with the National Information Technology Development Agency Act, Regulation and Guidelines.

11.3 We may use information concerning you for payment recovery or to investigate any possible fraud in the event that credit or debit card payments have been used in a fraudulent manner.

11.4 After payment is made by the buyer, the payment is immediately made to Agogo Africa Limited. Agogo Africa will hold all payments in Escrow until customers have confirmed and are satisfied with their orders.

11.5 Agogo Africa shall deduct a 10% commission off sales in every product category on the platform. 11.6 Agogo Africa reserves the right to deduct the monies used for returns from amounts held in escrow on behalf of the seller, or from subsequent purchases from a sellers storefront on our website.

12. Returns and Refunds

12.1 Returns of products by buyers and acceptance of returned products by sellers shall be managed by us in accordance with the returns page on the marketplace, as may be amended from time to time. Acceptance of returns shall be in our discretion, subject to compliance with applicable laws of Nigeria.

12.2 Refunds in respect of returned products shall be managed in accordance with the refunds page on the marketplace, as may be amended from time to time. Our rules on refunds shall be exercised in our discretion, subject to applicable laws of Nigeria. We may offer refunds, in our discretion:

a. in respect of the product price;

b. local and/or international shipping fees; and

c. by way of store credits, wallet refunds, vouchers, mobile money transfer, bank transfers or such other method as we may determine from time to time.

12.3 Returned products shall be accepted and refunds issued by Agogo Africa, for and on behalf of the seller.

12.4 Changes to our returns page or refunds page shall be effective in respect of all purchases made from the date of publication of the change on our website.

13. Indemnification

13.1 You hereby indemnify us, and undertake to keep us indemnified, against: a. any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to any third party in settlement of a claim or dispute) incurred or suffered by us and arising directly or indirectly out of your use of our marketplace or any breach by you of any provision of these terms and conditions or any other codes, policies or guidelines provided by Agogo Africa; and b. any VAT liability or other tax liability that we may incur in relation to any sale, supply or purchase made through our marketplace, where that liability arises out of your failure to pay, withhold, declare or register to pay any VAT or other tax properly due in any jurisdiction.

14. Breach

14.1 If we permit the registration of an account on our marketplace it will remain open indefinitely, subject to these terms and conditions.

14.2 In the event of a breach of these terms and conditions, or a reasonable suspicion that you have breached these terms and conditions or any Agogo Africa codes, policies or guidelines in any way, Agogo Africa may:

a. temporarily suspend your access to our marketplace;

b. permanently prohibit you from accessing our marketplace;

c. block computers using your IP address from accessing our marketplace;

d. contact any or all of your internet service providers and request that they block your access to our marketplace;

e. suspend or delete your account on our marketplace; and/or

f. commence legal action against you, whether for breach of contract or otherwise.
Where we suspend, prohibit or block your access to our marketplace or a part of our marketplace you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).

15. Entire Agreement

15.1 These terms and conditions and any other codes, policies and guidelines issued by Agogo Africa shall constitute the entire agreement between you and us in relation to your use of our marketplace and shall supersede all previous agreements between you and us in relation to your use of our marketplace.

16. Hierarchy

16.1 Should these terms and conditions, and any other Agogo Africa codes, policies and guidelines be in conflict, these terms and conditions, the seller terms and conditions and other Agogo Africa ’s codes, policies and guidelines shall prevail in the order here stated.

17. Variation

17.1 We may revise these terms and conditions, and any other Agogo Africa codes, policies and guidelines from time to time.

17.2 The revised terms and conditions shall apply from the date of publication on our website.

18. Waiver

18.1 No failure or delay by a party to exercise any right or remedy provided under these terms and conditions or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

19. Severability

19.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable it shall be deemed deleted and the other provisions will continue in effect.

19.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.

20. Assignment

20.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions.

20.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.

21. Third party rights

21.1 A contract under these terms and conditions is for our benefit and your benefit and is not intended to benefit or be enforceable by any third party.

21.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.

22. Law and Jurisdiction

22.1 These terms and conditions shall be governed by and construed in accordance with the laws of Nigeria.

22.2 Any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of Nigeria.

23. Contact

23.1 Buyers and sellers may contact Agogo Africa via email at:
([email protected])