1. Introduction

Welcome to ProfitAll Limited ("ProfitAll", "we", "our", or "us").  These Terms and Conditions ("Terms") govern your access to and use of our e-commerce and open commerce platform, including our website, applications, services, and tools (collectively, the "Platform").

By accessing or using the Platform, whether as a guest, registered user, vendor, or business partner, you agree to comply with and be bound by these Terms. If you do not agree with any part of these Terms, you must immediately stop using the Platform.

These Terms apply to all users of the Platform, including, without limitation, users who are browsers, vendors, customers, merchants, and/or contributors of content.

2. Scope of Services

ProfitAll provides a digital platform that enables individuals and businesses to buy, sell, list, and distribute goods and services online. We facilitate:

• E‑commerce transactions (product sales, logistics, and payments)
• Open commerce integration with vendors, wholesalers, and business partners
• Access to credit and financing solutions (including Buy Now, Pay Later “BNPL”)
• API integrations for third‑party services

3. Definitions

• User: Any individual or entity that accesses or uses the Platform for any purpose.
• Vendor: A seller who lists and sells products or services on the Platform, either directly or through integrated systems.
• Customer: A buyer who purchases products or services via the Platform.
• Partner: Any third‑party service provider, payment gateway, logistics provider, or affiliate that collaborates with ProfitAll.
• Personal Data: Any information relating to an identified or identifiable individual, as defined under applicable data‑protection laws.
• Open Commerce: A model of digital commerce allowing integration with external systems, APIs, or networks to facilitate decentralised product listings and services.

4. Eligibility

To access or use the Platform:

• You must be at least 18 years old or the age of legal majority in your jurisdiction.
• You must have the full right, power, and authority to agree to these Terms.
• Have the legal capacity to enter into binding contracts If you are using the Platform on behalf of a company, organization, or other legal entity, you must have the authority to bind that entity to these Terms.

We reserve the right to limit or restrict access to any part of the Platform in our sole discretion. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

5. Account Registration

When creating an account:

• You must provide true, accurate, current, and complete information.
• You must promptly update your account to reflect any changes.
• You are responsible for maintaining the confidentiality of your account credentials.
• You are responsible for all activities that occur under your account.
• Multiple accounts for the same individual/entity may be restricted unless explicitly approved.

ProfitAll reserves the right to refuse registration or terminate accounts found in breach of these obligations

6. User Obligations

Users agree to:

• Use the Platform lawfully and ethically
• Provide truthful, accurate, and up-to-date information
• Not misuse the Platform for fraudulent, malicious, or unauthorized activities
• Comply with applicable local, national, and international laws
• Respect the intellectual property rights of others

7. Product Listings and Descriptions

Vendors must:

• Ensure all listings are accurate, including titles, prices, availability, images, descriptions, and specifications.
• Not misrepresent the origin, quality, or condition of the product or service.
• List only products and services that are lawful and comply with all applicable industry, safety, and trade regulations.
• Not list counterfeit, prohibited, or restricted goods.
• Clearly indicate any after-sale obligations such as warranties, guarantees, and return policies.

ProfitAll may remove or modify listings that violate these terms or local regulations.

8. Order Processing and Fulfillment

• Once a customer places an order, the vendor is obligated to process and fulfill it in a timely and professional manner.
• Vendors must update inventory availability and inform customers of any delays.
• Vendors must include packaging, documentation, and receipts in line with customer expectations and regulatory standards.
• For digital goods, the vendor must ensure secure, timely delivery via supported channels.

ProfitAll may intervene in cases of disputes, fraud, or non-compliance and reserves the right to freeze vendor earnings or impose penalties.

9. Payments

• ProfitAll facilitates payments through secure third-party providers. We do not store credit card details on our servers.
• Customers authorize us to charge their selected payment method for all purchases.
• We support multiple currencies and payment methods where applicable, but the final currency used may be converted.
• Vendors agree to payment settlement terms, which may include holding periods, processing fees, and dispute adjustments.
• Fraudulent activity will result in account suspension and legal action.

10. Payment Terms

Payments on the Platform are processed through secure third-party payment gateways. ProfitAll does not store sensitive payment information.

BNPL Transactions:

• BNPL is subject to additional eligibility checks and agreement to a separate BNPL policy.
• Users agree to repay installment amounts on the schedule provided.
• Late or missed payments may incur fees or affect access to future credit services.
• ProfitAll reserves the right to report defaults to credit agencies or take recovery actions as allowed by law.

11. Shipping and Delivery

• Vendors are responsible for shipping goods as per the agreed delivery timelines.
• All shipping methods, providers, and rates must be clearly disclosed.
• Tracking information must be provided for physical products.
• Risk of loss or damage passes to the customer upon confirmed delivery.
• ProfitAll is not liable for delivery issues caused by vendors or third-party logistics partners but may assist in resolving disputes.

12. Returns and Refunds

• Customers may initiate returns within the timeframes provided by vendors (maximum 7 days unless otherwise stated).
• Vendors must process refunds in line with their policies and applicable laws.
• Non-returnable items (e.g., perishable goods, digital content) must be clearly labeled.
• Disputes over refund eligibility will be mediated by ProfitAll, whose decision will be final and binding.
• Refunds may be issued via original payment method or store credit at the platform's discretion.

13. Prohibited Activities

Users may not:

• Violate laws or rights of third parties.
• Use the Platform for any fraudulent or illegal activities.
• Submit false claims or misuse promotions.
• Circumvent fees, manipulate orders, or engage in any unfair commercial practices.
• Transmit malware, phishing links, or any code that may harm the Platform.
• Interfere with Platform operations, performance, or data security.
• Interfere with the Platform's infrastructure or security systems
• Upload harmful or unlawful content
• Use bots, scrapers, or similar automated methods without authorization
• Violate the rights of other users or third parties

ProfitAll reserves the right to suspend or ban any user for violations, with or without notice. Violations may result in account suspension, legal action, and/or notification to relevant authorities.

14. Intellectual Property

• All content on the Platform (including logos, UI/UX, software, text, graphics) is owned by or licensed to ProfitAll and is protected by copyright and intellectual property laws.
• Vendors grant ProfitAll a non-exclusive, royalty-free license to use product images, names, and descriptions for marketing and operational purposes.
• Users may not copy, modify, reproduce, sell, or exploit any part of the Platform without express written consent.

15. Data Protection and Privacy

• ProfitAll is committed to data protection and privacy. We process personal data in compliance with the following regulations:
• GDPR (EU General Data Protection Regulation)
• NDPR (Nigerian Data Protection Regulation)
• CCPA (California Consumer Privacy Act)
• Any other applicable global data privacy laws
• We collect only necessary personal data for account setup, transactions, support, analytics, marketing (where consented), and legal compliance. Data is stored securely and is only shared with trusted partners under data processing agreements.
• Use of the Platform is subject to our:
• Privacy Policy — detailing how we collect, use, and protect personal data
• Cookie Policy — outlining how tracking technologies are used
• Data Processing Agreement — governing controller-processor relationships
• User Consent Mechanism — explaining how user consent is obtained and managed
• By using the Platform, you consent to data collection and processing as described in these documents.

16. Third-Party Services and Links

The Platform may integrate or link to third-party services. ProfitAll does not control these services and is not responsible for their availability, content, or data practices. Users should review third-party terms and policies before engaging with them.

17. Service Availability and Modifications

We aim to ensure uninterrupted access to the Platform, but we do not guarantee availability. We may temporarily suspend access for maintenance or updates. Features and services may be modified or discontinued at our discretion.

18. Privacy Disclaimer

• We may collect personal identifiers (e.g., name, email, phone), transactional data, and usage behavior.
• Data is used to:
• Create and manage user accounts
• Process payments and orders
• Communicate with users (transactional and marketing, if consented)
• Monitor fraud and security risks
• Comply with legal obligations
• We do not sell your data.
• You can access, correct, or request deletion of your data at any time by contacting [email protected].
• See our full Privacy Policy for more detailed information.

19. Dispute Resolution

• We aim to resolve all disputes amicably via customer support channels.
• For unresolved matters, parties agree to mediation or binding arbitration under the laws of Nigeria.
• Users waive the right to class actions and agree to individual dispute resolution.
• Claims must be initiated within one (1) year of the event giving rise to the claim.

20. Limitation of Liability

• ProfitAll is not liable for:
• Acts or omissions of vendors, partners, or other users
• Inaccurate listings or failed deliveries by vendors
• Lost profits, indirect, incidental, or consequential damages
• Total liability shall not exceed the amount paid by the user for the relevant transaction in the six months preceding the claim.
• Nothing in these Terms excludes liability for fraud, gross negligence, or death/personal injury caused by our negligence.

21. Disclaimers

• The Platform is provided “as is” and “as available.”
• We disclaim all warranties, express or implied, including merchantability, fitness for purpose, and non-infringement.
• We are not liable for any loss resulting from Platform use, except as required by law.

22. Indemnification

• You agree to indemnify, defend, and hold harmless ProfitAll, its directors, officers, employees, contractors, agents, affiliates, subsidiaries, successors, and assigns from and against any and all claims, demands, liabilities, damages, losses, costs, expenses, or fees (including reasonable legal and accounting fees) arising out of or related to:
• Your access to or use of the Platform, including any products or services purchased through it;
• Your violation of these Terms, any applicable law, or the rights of any third party;
• Any content, data, or materials you upload, submit, post, transmit, or otherwise make available via the Platform;
• Any disputes or issues arising from your transactions or relationships with other users, vendors, or third-party service providers;
• Any negligence, fraud, or willful misconduct on your part.
• This indemnity obligation will survive the termination or expiration of these Terms and your use of the Platform.

23. Amendments

• We reserve the right to modify or update these Terms at any time.
• Material changes will be notified via email or Platform notices.
• Continued use after the effective date of changes constitutes acceptance.
• You are responsible for reviewing the latest Terms periodically.

24. Termination and Suspension

We may suspend or terminate your access to the Platform if you breach these Terms or pose a risk to the safety, integrity, or reputation of the Platform or its users. Upon termination, your right to use the Platform ceases immediately.

25. Governing Law and Jurisdiction

These Terms are governed by the laws of the Federal Republic of Nigeria, without regard to conflict of law principles. Disputes shall be resolved in the competent courts of Lagos State, Nigeria, unless otherwise agreed.

Contact Information

ProfitAll Limited

Lekki Phase 1, Lagos, Nigeria

Email: [email protected]

Phone: (+234) 810 834 2179

Hours of Operation: 9am - 6pm (GMT+1)