By clicking on accept, the Service Provider:
“Account” means the account associated with your email address.
“Client” means a User that receives professional service through the SME Mall online marketplace platform.
“Dispute Resolution Process” means the process to be followed by SME Mall in accordance with the Dispute Resolution Services.
“Inactive Account” means a User Account that has not been logged into for a six (6) month period, or other period determined by us from time to time.
“Intellectual Property Rights” means any and all intellectual property rights, existing worldwide and the subject matter of such rights, including: (a) patents, copyright, rights in circuit layouts (or similar rights), registered designs, registered and unregistered trademarks, and any right to have confidential information kept confidential; and (b) any application or right to apply for registration of any of the rights referred to in paragraph (a), whether or not such rights are registered or capable of being registered and whether existing under any laws, at common law or in equity.
“Project” or “Listing” means an instruction issued by a Client via the Website, which may include a Project or advisory service.
“Service Contract” means: (1) this User Agreement; (2) the Code of Conduct as amended from time to time; (3) any other contractual provisions accepted by both SME Mall and the Service Provider uploaded to the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct; (4) the Project terms as awarded and accepted on the Website, to the extent not inconsistent with the User Agreement and the Code of Conduct; and (5) any other material incorporated by reference from time to time.
“Service Provider”means an individual or firm of professionals that provide advisory services to Clients.
“Services”means all professional services provided by SME Mall to Clients, to be facilitated by the Service Provider.
“SME Mall”means SME Services Mall Limited.
“User”, “you” or “your”means an individual who visits or uses the Website, including via the API.
“Website” means the Websites operated by SME Mall and available at:[ ] and any of its other domains or properties, and any related SME Mall Services, tool or application, specifically including mobile web, any iOS App and any Android App, or API or other access mechanism.
This User Agreement describes the terms and conditions which you accept by using our Services. We may amend this User Agreement and any linked information from time to time by posting amended terms on the Website, without notice to you.
The Website is an online marketplace where Clients request for Services. Clients and Service Providers must register for an Account in order to use the Services. The Website enables Users to work together online to complete and pay for Projects, and to use the services that we provide. We are not a party to any contractual agreements between Client and Service Provider in the online marketplace, we merely facilitate connections between the parties.
We may, from time to time, and without notice, change or add to the Website or the information, products or services described in it. However, we do not undertake to keep the Website updated. We are not liable to you or anyone else if any error occurs in the information on the Website or if that information is not current.
SME Mall (“our” “us” “we”) is an online marketplace for professional service (the “Platform”) that connects individuals and businesses with professional Service Providers. Clients can either pick from suite Services or differentiated Services and assess the Service Providers assigned to work with them. The Service Providers can modify their profiles, present themselves to the Clients via their profile, view projects, accept or reject offers, negotiate agreements (for differentiated projects), manage projects, and communicate with the Clients and our agents.
This User Agreement apply to all contracts between the Service Providers and us. SME Mall reserves the right to modify, amend or redraft the existing the same at any time and without giving reasons.
Service Providers will be informed about any such change to the User Agreement in time either via e-mail, notification on the website, or mobile app pop-up message (referred to as “notice of change”). Your continued use of the Platform after notification of any changes signifies that you have read, understood, and agreed to the revised User Agreement.
Scope
Before using the Website, you must read the whole User Agreement, the Website policies and all linked information.
You must read and accept all of the terms in, and linked to, this User Agreement, the Code of Conduct, the SME Mall Privacy Policy and all Website policies. By accepting this User Agreement as you access our Website, you agree that this User Agreement will apply whenever you use the Website, or when you use the tools we make available to interact with the Website. Some Websites may have additional or other terms that we provide to you when you use those services.
Due to the nature of the platform, records/documents/notices for Service Providers such as contracts, notifications and communications will be provided electronically. As such, to ensure ease of use, you permit us to provide your records/documents/notices to you electronically via email, website, or mobile app. You may withdraw your consent to receive documents/notices at any point by contacting an SME Mall agent. However, if you withdraw your consent, your access to the Platform would be revoked; because the nature of the platform is virtual/electronic. Your consent withdrawal request will only be effective after it is processed, and it will not apply to records/documents/notices provided before the withdrawal of consent.
To ensure that records/ documents/notices are provided to you promptly, you agree to notify us of any change in contact information by updating your account information or contacting customer support.
To access and retain the records/documents/notices provided electronically or to ensure the ease of use of the platform, you will need to have: (a) valid contact information email address (b) stable internet connection (c) mobile phone and computer system with relevant software, browsers, plug- ins, and other necessary applications. You should ensure that you keep/save all records/ documents/notices provided electronically.
By agreeing and accepting this User Agreement electronically, you confirm that:
The Service Provider must provide accurate and complete information on the registration form and all other forms accessed on the Platform. You must not provide any false or misleading information about yourself, your business, skills, or the services you provide to Clients. You must not create and register more than one account, except permitted by us. You must not authorize another person to create an account on your behalf, either for your use or benefit.
You authorize SME Mall to carry out verification of the account information provided by you against third-party databases or the use of government-issued identification documents to confirm your identity. You authorize us to make all enquiries necessary to verify your identity and the ownership of contact and financial information provided under the applicable law. Should we need additional information for verification purposes, you are required to provide it to us.
This Platform is an online marketplace where Clients and Service Providers can procure and provide professional services. Subject to this User Agreement, SME Mall facilitates this exchange between Clients and Service Providers by hosting and maintaining the Platform, ensuring the creation of contracts, and coordinating all dispute resolution related to projects. Contract creation occurs when a Client and Service Provider reach an agreement for professional services; it is directly between the Service Provider and client. Interactions/ communications/ agreements between the Clients and the Service Providers must be carried out on the platform. Where there is a dispute between the Service Provider and Client, SME Mall will mediate to resolve the dispute. However, should a dispute arise for any transaction done outside of the Platform, we reserve the right not to intercede.
The Service Provider must be available to execute the project and ensure that deliverables are of high quality and satisfactory. If the Client is not satisfied with the quality of work, SME Mall reserves the right to withhold payment if the work is deemed unsatisfactory upon review. You accept that SME Mall is not a party to any service contracts and that the agreement and creation of a contract between the Client and Service Provider does not, under any circumstance, create an employment or service relationship between SME Mall and the Service Provider.
SME Mall charges Service Providers a Service Fee for each payment their Client makes to the Service Provider for a project. Depending on certain features of the Service Contract, the Service Fees will be 20% of the project fees for Services and 20% for a differentiated contract.
Where applicable, SME Mall may also collect taxes (such as value-added tax and/or withholding tax) on payments received from Services rendered to clients on the Platform.
You will not use the Website if you:
All free User Accounts are associated with individuals. Login credentials should not be shared by users with others. The individual associated with the account will be held responsible for all actions taken by the account, without limitation.
Users may provide a business name or a company name, which is associated with the User’s Account. Users acknowledge and agree that where a business name or company name is associated with their Account, this User Agreement is a contract with the User as an individual or company and Users remain solely responsible for all activity undertaken in respect of their Account.
We may, at our absolute discretion, refuse to register any person or entity as a User.
You cannot transfer or assign any rights or obligations you have under this Agreement without our prior written consent.
While using the Website, you will not attempt to or do any of the following:
It is our policy to respond to clear notices of alleged intellectual property rights infringement. If you believe that your Intellectual Property Rights have been violated, please notify us and we will investigate.
We charge fees for Services, such as introduction fees for Projects, listing upgrades and memberships. When you use a service that has a fee, you have an opportunity to review and accept the fees that you will be charged based on our schedule of Fees, which we may change from time to time and will update by placing on our Website. We may choose to temporarily change the fees for our services for promotional events (for example, discounts on memberships) or new services, and such changes are effective when we post a temporary promotional event or new service on the Websites, or as notified through promotional correspondence.
Unless otherwise stated, all fees are quoted in Naira.
For a limited promotional period, SME Mall will provide site credits or reduced fees limited to certain Users as reward for referrals of new Users. The promotion is based on existing users of the website (“Referrers”) referring new Clients (“Referrals”) with the intention to post their first job. In some cases, the credit may be given in the form of coupon links or codes, where the Referrer in that case is the website itself.
This is subject to the following conditions:
You acknowledge and agree that we may in our sole discretion, from time to time, appoint our related bodies corporate, affiliates, or any other third party to act as our agent to accept or make payments (including merchant facilities) from or to Users on our behalf.
Such a third party will have the same rights, powers and privileges that we have under this User Agreement and will be entitled to exercise or enforce their rights, powers and privileges as our agent or in their own name. In no event shall we be liable to any User for any loss, damage or liability resulting from the Payment Administration Agent’s negligence and or acts beyond the authority given by SME Mall.
We may display your company or business name, logo, images or other media as part of the SME Mall Services and or other marketing materials relating to the Website, except where you have explicitly requested that we do not do this and we have agreed to such a request in writing.
You acknowledge that we may use the public description of your Projects and the content of your profile information on the Website for marketing and other related purposes.
When you give us content, you grant us a worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to exercise any and all copyright, trademark, publicity, and database rights (but no other rights) you have in the content, in any media known now or in the future.
You acknowledge and agree that: (1) we act only as a forum for the online distribution and publication of User content. We make no warranty that User content is made available on the Website. We have the right (but not the obligation) to take any action deemed appropriate by us with respect to your User content; (2) we have no responsibility or liability for the deletion or failure to store any content, whether or not the content was actually made available on the Website; and (3) any and all content submitted to the Website is subject to our approval. We may reject, approve or modify your User content at our sole discretion.
You represent and warrant that your content:
Information on the Website may contain general information about legal, financial, health and other matters. The information is not advice, and should not be treated as such. You must not rely on the information on the Website as an alternative to professional advice. If you have specific questions about any matter you should consult your professional adviser.
We provide unmonitored access to third party content, including User feedback and articles with original content and opinions (or links to such third party content). We only act as a portal and have no liability based on, or related to, third party content on the Website, whether arising under the laws of copyright or other intellectual property, defamation, libel, privacy, obscenity, or any other legal discipline.
The Website may contain links to other third party websites. We do not control the websites to which we link from the Website. We do not endorse the content, products, services, practices, policies or performance of the websites we link to from the Website. Use of third party content, links to third party content and or websites is at your risk.
In relation to deletion or hiding of any information or content, using the Website to delete, hide or otherwise dispose of information does not imply permanent deletion of content or information. Information may be retained for a period of time to fulfil record keeping, regulatory, compliance, statistical, law enforcement and other obligations.
You acknowledge that you transfer copyright of any feedback, reputation or reviews you leave consisting of comments and any rating(s) (e.g. quality, communication etc.) together with any composite rating by us. You acknowledge that such feedback, reputation and reviews belong solely to us, notwithstanding that we permit you to use it on our Website while you remain a User. You must not use, or deal with, such feedback, reputation and reviews in any way inconsistent with our policies as posted on the Website from time to time without our prior written permission.
You may not do (or omit to do) anything that may undermine the integrity of SME Mall feedback system. We are entitled to suspend or terminate your Account at any time if we, in our sole and absolute discretion, are concerned by any feedback about you, or your feedback rating, where we believe our feedback system may be subverted.
Our feedback ratings belong to us and may not be used for any purpose other than facilitating the provision of Services via the Website. You may not use your feedback (including, but not limited to, marketing or exporting your any or all of your composite rating(s) or feedback comments) in any real or virtual venue other than a website operated by SME Mall or its related entities, without our written permission.
Unless otherwise agreed with us, you must not advertise an external website, product or service on the Website. Any website address posted on the Website, including in a listing, bid, listing description, clarification board or the message board, must relate to a Project, item listed, user or service being performed on the Website.
We may display advertisements or promotions on the Website. You acknowledge and agree that we shall not be responsible for any loss or damage of any kind incurred by you as a result of the presence of such advertisements or promotions or any subsequent dealings with third parties. Furthermore, you acknowledge and agree that content of any advertisements or promotions may be protected by copyrights, trademarks, service marks, patents or other intellectual property or proprietary rights and laws. Unless expressly authorised by SME Mall or third party right holders, you agree not to modify, sell, distribute, appropriate or create derivative works based on such advertisement/promotions.
Communication with other Users on the Website must be conducted through the text, audio and or video chat functionality, along with message boards, public clarification boards, Project message board, direct message and other communication channels provided on the Website.
You must not post your email address or any other contact information (including but not limited to Skype ID or other identifying strings on other platforms) on the Website, except in the “email” field of the signup form, at our request or as otherwise permitted by us on the Website.
Unless you have a prior relationship with a User, you must only communicate with Users via the Website. You must not, and must not attempt to, communicate with other Users through any other means including but not limited to email, telephone, Skype, ICQ, AIM, MSN Messenger, WeChat, SnapChat, GTalk, GChat or Yahoo.
In relation to video chat and audio chat, any terms agreed to between any Users must be confirmed in writing using the chat or direct message function.
SME Mall may use information such as your name, location, display or username, and or your image, in relation to the provision messaging services on the Website or in the mobile apps.
We may read all correspondence posted to the Website and download or access, and test (if necessary), all uploaded files, programs and websites related to your use of the Website for the purpose of investigating fraud, regulatory compliance, risk management and other related purposes.
You authorise us, directly or through third parties, to make any inquiries we consider necessary to validate your identity. You must, at our request: (1) provide further information to us, which may include your date of birth and or other information that will allow us to reasonably identify you; (2) take steps to confirm ownership of your email address or financial instruments; or (3) verify your information against third party databases or through other sources.
You must also, at our request, provide copies of identification documents (such as your international passport data page or driver’s licence). We may also ask you to provide photographic identification holding your identification together with a sign with a code that we provide as an additional identity verification step. We also reserve the right to request a video interview with you to validate this information, your identity, your background and your skills.
We reserve the right to close, suspend, or limit access to your Account, the Website and/or SME Mall Services in the event we are unable to obtain or verify to our satisfaction the information which we request under this section.
We reserve the right to update your particulars on the website in order to match any identity documentation that has been provided. Disbursements such as wire transfers from the website may only be made to the beneficiary matching your provided identity documents and account information.
If you are not SME Mall Verified you may not be able to withdraw funds from your SME Mall Account, and other restrictions may apply. See the Know Your Customer and Identity Verification Policy for more details.
Upon the Client awarding a Project to the Service Provider, and the Service Provider’s acceptance on the Website, or the request by a Client from the Service Provider, the Client and Service Provider will be deemed to have entered into a User Contract under which the Client agrees to instruct the Service Provider, and the Service Provider agrees to deliver the Services. You agree not to enter into any contractual provisions in conflict with the User Agreement.
You are solely responsible for ensuring that you comply with your obligations to other Users. If you do not, you may become liable to that User. You must ensure that you are aware of any domestic laws (including common law), international laws, statutes, ordinances and regulations relevant to you as a Client or Service Provider, or in any other uses you make of the Website.
If another User breaches any obligation to you, you are solely responsible for enforcing any rights that you may have. For the avoidance of doubt, we have no responsibility for enforcing any rights under a User Contract.
Depending on their jurisdiction, Service Providers and Clients may have rights under statutory warranties that cannot lawfully be excluded. Nothing in this User Agreement is intended to override a right that by applicable law may not be excluded. Nothing in this User Agreement is intended to violate any laws relating to unfair contracts, and this agreement has been specifically redrafted to ensure compliance with unfair contracts legislation. To the extent that any component of this User Agreement is in conflict with inalienable rights under local laws, all parties intend for this agreement to be read down only insofar as to be in compliance with such local laws and no further.
Each User acknowledges and agrees that the relationship between Clients and Service Providers is that of an independent contractor. Nothing in this User Agreement creates a partnership, joint venture, agency or employment relationship between Users. Nothing in this User Agreement shall in any way be construed as forming a joint venture, partnership or an employer-employee relationship between SME Mall and any User.
Each User acknowledges:
You may have positive funds in your Account if you have prepaid for fees or charges or for services to be provided to you via the Website. If you are a Service Provider, you may have positive funds if you have successfully completed a Project, and funds have been released to you. There are also circumstances where funds may have been credited to your Account in relation to an affiliate program or a referral program.
Funds in your Account are held by us in our operating accounts held with financial institutions. Funds in your Account are not held separately by us, and may be commingled with our general operating funds, and or funds of other User’s Accounts.
You are not entitled to any interest, or other earnings for funds that are in your Account.
We may receive interest on funds held by us in our operating accounts from financial institutions with whom we hold our operating accounts. Any such interest earned belongs to us and we will not be liable to any User for any imputed interest on such funds.
If your Account has negative funds, we may:
In the event that we offset a negative amount of funds pursuant to this section, it may be bundled with another debit coming out of your Account.
We reserve the right to collect any funds owed to us by any other legal means.
You acknowledge and agree that:
We reserve the right to suspend a User withdrawal request if the source of the funds is suspected to be fraudulent.
If we become aware that any funds received into an Account from another Account as a result of a fraudulent transaction, this will be reversed immediately. If those funds have already been released to you, you must pay the funds into your Account. If you do not do so, we may suspend, limit or cancel your account, or take action against you to recover those funds.
We may, in our sole discretion, place a limit on any or all of the funds in your Account (thereby preventing any use of the funds) if:
If you are involved in a dispute, we may (in certain circumstances) place a temporary limit on the funds in your Account to cover the amount of any potential liability. If the dispute is resolved in your favour, we will lift the limit on your funds and those funds may be released to you. If the dispute is not resolved in your favour, we may remove the funds from your Account. We may also place a limit on your account in circumstances where we suspect you of fraudulent or other unacceptable behaviour, while we investigate any such matter.
You may ask for a refund at any time for any funds that you have paid into your Account except if the amount to refund relates to a Milestone Payment or relates to fees or charges payable to us.
If the amount the User has asked to refund relates to: (1) a Milestone Payment, the Dispute Resolution Process may be followed; or (2) our fees and charges, the process set out in the Clause “Disputes with Us” must be followed.
If we agree to the refund, the funds will be received by the User via the same payment method(s) that the User used to make the original payment to us.
We may refund funds to Users irrespective of whether a User has requested funds be refunded if: (1) we are required by law or consider that we are required by law to do so; (2) we determine that refunding funds to the User will avoid any dispute or an increase in our costs; (3) we refund funds to the User in accordance with any refund policy specified by us from time to time; (4) we find out that the original payment made by the User is fraudulent; (5) the User made a duplicate payment in error; or (6) we consider, in our sole opinion, that it is likely that the refund of funds is necessary to avoid a credit card chargeback.
You can request a refund by using our customer support website or emailing us at [ ]. Once you have made a Milestone Payment, you expressly agree to use the dispute resolution process in this agreement, expressly agree to be bound by its ruling and expressly agree not to initiate any chargeback request with your card issuer.
If you initiate any chargeback request or other “Request for Information” or similar process, you expressly agree and consent to us to share any and all information in relation to your agreement of these terms and conditions, in order to defeat any such chargeback request. If you have already initiated a chargeback request with your credit card issuer, you must not request a refund of funds by contacting us and must not seek double recovery.
If we reasonably determine, having considered all the relevant circumstances, that you have made an excessive or unreasonable number of requests to refund funds back to you or chargebacks, we may suspend, limit or close your Account.
Your first withdrawal of funds earned may be delayed for up to fifteen (15) days for security and fraud purposes. Subsequent withdrawals may be delayed for up to fifteen (15) days where our fraud prevention policies require a delay.
We may impose a minimum withdrawal amount for funds earned. This is set out in our schedule of Fees. The maximum you can withdraw per month is [ ] unless otherwise specifically agreed with support.
We may require you to be SME Mall Verified before you can withdraw funds from your SME Mall Account, irrespective of whether or not a delay has been enforced. For details of how to become SME Mall Verified please read the Know Your Customer and Identity Verification Policy.
You acknowledge and agree that we may seek to verify your identity or request additional information from you as part of our anti-fraud and Know Your Customer policy.
A chargeback (being a challenge to a payment that a User files with their card issuer or financial institution), and any subsequent reversal instruction, is made by the payment product issuer or third parties (such as payment processors) and not by us. We are bound to follow such instructions.
You acknowledge and agree that we will be entitled to recover any chargebacks and reversals that may be imposed on us by a payment product issuer or third parties (such as payment processors) on funds paid to you by Clients through the Website, as well as any processing or any other fees whatsoever incurred by us on those chargebacks and reversals.
You agree that we may reverse any such payments made to you, which are subject to chargeback or reversal instruction via your payment product issuer or third parties (such as payment processors). If you initiate any chargeback request or other “Request for Information” or similar process, you expressly agree and consent to us to share any and all information in relation to your agreement of these terms and conditions, in order to defeat any such chargeback request.
User Accounts that have not been logged into for a period of time will incur a maintenance fee per month, until either the account is closed or reactivated, for storage, bandwidth, support and management costs of providing hosting of the User’s profile, portfolio storage, listing in directories, promotion of your profile on the Website and elsewhere, Service, file storage, message transmission, general administrative matters and message and other storage costs.
The length of the period and the amount of the maintenance fee is set out in our schedule of Fees.
We reserve the right to close an Inactive Account. We reserve the right to close an account with nil or negative funds.
We may close, suspend or limit your access to your Account without reason. Without limiting the below, we may close, suspend or limit your access to your Account:
If we close your Account due to your breach of this User Agreement, you may also become liable for certain fees as described in this User Agreement.
Without limiting our other remedies, to the extent you have breached this User Agreement, you must pay us all fees owed to us and reimburse us for all losses and costs (including any and all of our employee time) and reasonable expenses (including legal fees) related to investigating such breach and collecting such fees.
You acknowledge and agree that: (1) the damages that we will sustain as a result of your breach of this User Agreement will be substantial and will potentially include (without limitation) fines and other related expenses imposed on us by our payment processors and Users and that those damages may be extremely difficult and impracticable to ascertain; (2) if you breach this User Agreement, we may fine you up to [] for each breach and or we may take legal action against you to recover losses that are in excess of the fine amount; (3) a fine of up to [] is a presently reasonable pre-estimate or minimum estimate of our damages, considering all currently existing circumstances, including (without limitation) the relationship of the sum to the range of harm to us that reasonably could be anticipated and the anticipation that proof of actual damages may be impractical or extremely difficult; and (4) we may release the entire (or part of the) amount of the fine from your Account to us.
If we close your Account for a reason other than as a result of your breach of this User Agreement, unless as otherwise specified in this User Agreement, you will be entitled to receive any payment due from us to you.
In the event that we close your Account, you will have no claim whatsoever against us in respect of any such suspension or termination of your Account.
We provide a service on this Website which allows controlled payments to be made with respect to a service, called Milestone Payments.
Subject to the User Contract, the Client can make a Milestone Payment subject to this Clause 28, which will be locked from the Client’s Account and cannot be claimed by the Service Provider until:
If a Client does not approve of the Service Provider’s work product, the parties may elect to resolve the issue under the Dispute Resolution Process.
If we have not received any instructions or dispute from a Client or Service Provider in respect of a Milestone Payment within six months or any other reasonable length of time after the day that the Milestone Payment was paid and the Client has not logged into their Account during that time, the Milestone Payment will be unlocked and released back to the Client.
SME Mall offers Milestone Dispute Resolution Services to Users who have elected to use the Milestone Payment feature. You agree and acknowledge that: (i) SME Mall is not providing legal services; (ii) SME Mall will not advise you regarding any legal matters; and (iii) if you desire to have legal counsel, you will seek an independent legal counsel from those licensed to practice law in Nigeria. You will not rely on SME Mall for any such counsel.
In the event of a dispute between a Client and a Service Provider regarding a return or release of Milestone Payments, either Client or Service Provider may elect to use the Milestone Dispute Resolution Services offered by SME Mall. The Client and Service Provider will then be notified that the matter will be addressed through Milestone Dispute Resolution Services.
You agree to indemnify and (to the maximum extent permitted by law) hold SME Mall and any of our affiliates harmless against any damages or liability you may suffer as a result of using the Milestone Payments and or Milestone Dispute Resolution Services.
SME Mall will respond to disputes initiated by a Service Provider or a Client in accordance with the Milestone Dispute Resolution Services and in relation to disputes that arise in relation to the provision of the venue, and the hosting of the Website by SME Mall as set out in the clause entitled Disputes with Us, along with the approach to disclosing information in relation to chargebacks in this agreement.
You acknowledge and agree that in the event that a dispute arises between you and another User in relation to any Project that you will first attempt to resolve any differences that you have in relation to such Project, including in relation to the quality of the services provided. If you continue to have any difficulties or problems in relation to a dispute with another User in relation to a Project, we encourage you to contact us.
You agree that any dispute that is not related to a Milestone arising between you and another User will be handled in accordance with this Clause. SME Mall will have full rights and powers to make a determination for all such disputes. Upon receipt of a dispute, SME Mall shall have the right to request the Service Provider and the Client to provide documentation in support of their claim or position in relation to the dispute. You agree that SME Mall has absolute discretion to accept or reject any document provided. You also acknowledge that SME Mall is not a judicial or alternative dispute resolution institution and that we will make the determinations only as an ordinary reasonable person. In addition, we do not warrant that the documents provided by the parties to the dispute will be true, complete or correct and you agree to indemnify and (to the maximum extent permitted by law) hold SME Mall and any of our affiliates harmless against any damages or liability you may suffer as a result of any documentation or material subsequently being found to be false or misleading.
In relation to disputes with any other User of the Website, you hereby agree to indemnify SME Mall from any and all claims, demands, and damages, actual and consequential, of every kind and nature, known and unknown, that is related to such a dispute, our determinations or the use of the Milestone Dispute Resolution Services for Milestone Payments and or for Other Disputes.
The SME Mall Code of Conduct applies to all the services offered by SME Mall, including, but not limited to, the Milestone Dispute Resolution Services. It is agreed by you that you will make every endeavour at fair play and post reasonable and fair demands/offers on your dispute. No conduct relating to threats, blackmail, intimidation or inducement of users to leave positive feedback will be tolerated, in particular any refusal to provide either deliverables or payment in relation to the provision of feedback.
A User found to be in breach of the Code of Conduct during the Milestone Dispute Resolution Service process may automatically lose the dispute in favour of the other party involved, regardless of the origin of the dispute. The User who breached the Code of Conduct may also incur further disciplinary action. For more information, read the Code of Conduct.
If a dispute arises between you and SME Mall, our goal is to address your concerns immediately and, if we are unable to do so to your satisfaction, to provide you with a means of resolving the dispute quickly. We strongly encourage you to first contact us directly to seek a resolution by using our customer support website or emailing us at [].
For any claim, SME Mall may elect to resolve the dispute in a cost effective manner through mediation.
All claims you bring against SME Mall must be resolved in accordance with the terms of this Agreement. All claims filed or brought contrary to this Agreement shall be considered improperly filed and a breach of this Agreement. Should you file a claim contrary to the terms of this Agreement, SME Mall may recover its legal fees and costs (including in-house lawyers and paralegals), provided that SME Mall has notified you in writing of the improperly filed claim, and you have failed to promptly withdraw the claim.
You agree that you will not pursue any claims arising under this User Agreement on a class or other representative basis and will not seek to coordinate or consolidate any action under this Agreement with any other proceeding.
If any proceeding by or against you is commenced under any provision of any bankruptcy or insolvency law, SME Mall will be entitled to recover all reasonable costs or expenses (including reasonable legal fees and expenses) incurred in connection with the enforcement of this Agreement.
SME Mall’s failure to act with respect to a breach by you or others does not waive our right to act with respect to subsequent or similar breaches.
This agreement supersedes any other agreement between you and SME Mall. If any part of this document is found to be unenforceable, that part will be limited to the minimum extent necessary so that this document will otherwise remain in full force and effect. Our failure to enforce any part of this document is not a waiver of any of our rights to later enforce that or any other part of this documents. We may assign any of our rights and obligations under this document from time to time.
If there is a dispute between participants on this site, or between users and any third party, you agree that SME Mall is under no obligation to become involved. In the event that you have a dispute with one or more other users, you release SME Mall, its officers, employees, agents, and successors from claims, demands, and damages of every kind or nature, known or unknown, suspected or unsuspected, disclosed or undisclosed, arising out of or in any way related to such disputes and or our Services.
You agree that you will not use any robot, spider, scraper or other automated means to access the Website via any means, including for the avoidance of doubt access to our API or application programming interface, for any purpose without our express written permission. Additionally, you agree that you will not:
You may close your Account at any time. The option is located in the Account Settings.
Account closure is subject to:
We may retain some of your personal information to satisfy regulatory requirements and our own external obligations. Closing your account does not necessarily delete or remove all of the information we hold.
We use your information as described in the SME Mall Privacy Policy. If you object to your information being transferred or used in this way then you must not use our services. For the avoidance of doubt, your name and personal details shall be used for identity purposes in the normal course of conducting business in this online marketplace. This may include on invoices and purchase orders including but not limited to between transacting parties, including those automatically generated on awarding, accepting and payment.
You will indemnify us (and our officers, directors, agents, subsidiaries, joint venturers and employees) against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your breach of this Agreement, or your infringement of any law or the rights of a third party in the course of using the Website and SME Mall Services.
In addition, we can apply any funds in your Account against any liabilities you owe to us or loss suffered by us as a result of your non-performance or breach of this User Agreement.
You must immediately notify us upon becoming aware of any unauthorised access or any other security breach to the Website, your Account or the SME Mall Services and do everything possible to mitigate the unauthorised access or security breach (including preserving evidence and notifying appropriate authorities). Your User Account is yours only, and you must not share your password with others. You are solely responsible for securing your password. We will not be liable for any loss or damage arising from unauthorised access of your account resulting from your failure to secure your password.
We cannot and do not confirm each User’s purported identity on the Website. We may provide information about a User, or third party background check or verification of identity or credentials. However, such information is based solely on data that a User submits and we provide such information solely for the convenience of Users and the provision of such information is not an introduction, endorsement or recommendation by us.
The Website is a dynamic time-sensitive Website. As such, information on the Website will change frequently. It is possible that some information could be considered offensive, harmful, inaccurate or misleading or mislabeled or deceptively labelled accidentally by us or accidentally or purposefully by a third party.
All notices will be served or sent to the email address you provide to SME Mall during the registration process. Notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid or that the email has not been delivered.
This Agreement shall be governed in accordance with the laws of the Federal Republic of Nigeria. If a dispute cannot be resolved then you and SME Mall submit to the non-exclusive jurisdiction of the courts of Nigeria.
The provisions of this User Agreement are severable, and if any provision of this User Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforced. This Agreement may be assigned by us to an associated entity at any time, or to a third party without your consent in the event of a sale or other transfer of some or all of our assets. In the event of any sale or transfer you will remain bound by this User Agreement.
Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of this Agreement.
Our failure to act with respect to an anticipated or actual breach by you or others does not waive our right to act with respect to subsequent or similar breaches. Nothing in this section shall exclude or restrict your liability arising out of fraud or fraudulent misrepresentation.
You consent to receive notices and information from us in respect of the Website and Services by electronic communication. You may withdraw this consent at any time, but if you do so we may choose to suspend or close your Account.
If you have any questions about this User Agreement or if you wish to report breaches of this User Agreement, please contact us by using our [] or emailing us at [].
SME Mall has the right to remove any Service Provider from the Platform if we discover that any transaction was done outside the Platform.
SME Mall has the right to determine who is qualified for a particular service however when a Client complains about the services of a particular Service Provider, we will investigate and act appropriately.
SME Mall will ensure open communication between Service Providers and our agents to make feedback easy and accessible.
Service Providers must ensure that their password or log-in details used in connection with the Service is secure and that the provider is totally responsible for when and how their account is managed.