Terms and Conditions
Use for Sage Africa E-commerce Solutions Ltd
1. Introduction
Welcome to Sage Africa E-commerce Solutions Ltd ("Sage Africa" or "the Company"). These Terms and Conditions govern your access to and use of our platform, including any content, functionality, and services offered on or through our website or mobile applications (collectively, "the Marketplace"). By accessing or using the Marketplace, you agree to comply with and be bound by these Terms and Conditions. If you do not agree to these Terms, please refrain from using our services.
2. Definitions.
2.1. "User" refers to any individual or entity accessing or using the Marketplace, including buyers and vendors.
2.2. "Vendor" refers to any individual or business entity listing automobiles or real estate on the Marketplace for sale.
2.3. "Buyer" refers to any individual or entity purchasing automobiles or real estate listed on the Marketplace.
2.4. "Transaction" refers to any sale or exchange of goods and services facilitated through the Marketplace.
3. User Responsibilities
3.1. Users are responsible for providing accurate and up-to-date information when registering on the Marketplace.
3.2. Users must not engage in fraudulent, misleading, or illegal activities on the Marketplace.
3.3. Vendors must ensure that all listings are accurate, complete, and compliant with applicable laws and regulations
3.4. Buyers and vendors are responsible for conducting due diligence before completing transactions. This includes:
- Carefully reviewing product descriptions and specification
- Asking questions and seeking clarification before making a purchase
4. Refunds,Replacement and Returns
4.1 No Refunds Policy for Automobiles and Real Estate: Sage Africa does not offer refunds for any transactions involving automobiles or real estate. In cases where the product’s description is significantly inaccurate or the product is found to be in a condition not as described or agreed upon, Sage Africa will facilitate a replacement as per the terms of the transaction and in compliance with applicable laws.
4.2. Automobile Transactions
4.2.1. Returns and replacements cannot be claimed if buyers inspect the vehicles and agree to proceed with the transaction. It is mandatory that buyers inspect the automobiles thoroughly before purchase.
4.3. Real Estate Transactions For properties, buyers must inspect them before facilitating payment. Sage Africa will not be liable for unmet expectations if buyers do not conduct inspections before making payment. In such cases, no refund or replacement will be provided
4.4. Policy Updates Changes to our Returns and Refund Policy take effect from the date of publication on our website
5. Anti-Money Laundering and Financial Crimes Policy
5.1. Sage Africa Enterprises maintains a zero-tolerance policy toward money laundering, fraud, and any financial crimes
5.2. All Users are required to comply with applicable anti-money laundering (AML) and counter-financing of terrorism (CFT) laws.
5.3. Any violation of these laws by users will result in immediate suspension or termination of their accounts, and Sage Africa may report suspicious activities to relevant authorities for further investigation or legal action.
6. Amendments to the Terms
Sage Africa Enterprises reserves the right to modify these Terms and Conditions at any time. Changes will be effective upon publication on the Marketplace. Continued use of the Marketplace constitutes acceptance of the revised Terms.
7 Governing Law
7.1. These Terms and Conditions are governed by and construed in accordance with the laws of the Federal Republic of Nigeria and applicable international laws
8. Rules About Your Conten
8.1. In these general terms and conditions, "your content" refers to
8.1.1. All works and materials (including but not limited to text, graphics, images, audio material, video material, audio-visual material, scripts, software, and files) that you submit to Sage Africa or our marketplace for storage, publication, processing, or onward transmission; and
8.1.2. All communications on the marketplace, including product reviews, feedback, and comments.
8.2. Your content, and our use of it in accordance with these terms, must be accurate, complete, and truthful
8.3. Your content must be appropriate, civil, and tasteful, conforming to generally accepted standards of internet etiquette. Specifically, it must not
8.3.1. Be offensive, obscene, indecent, pornographic, lewd, suggestive, or sexually explicit;
8.3.2. Depict violence in an explicit, graphic, or gratuitous manner
8.3.3. Be blasphemous or violate racial or religious hatred or discrimination laws
8.3.4. Be deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory, or inflammatory;
8.3.5. Cause annoyance, inconvenience, or needless anxiety; or
8.3.6. Constitute spam.
8.4. Your content must not be illegal, unlawful, infringe any person’s legal rights, or lead to legal action in any jurisdiction. It must not
8.4.1. Infringe any copyright, moral right, database right, trademark right, design right, right of passing off, or other intellectual property rights;
8.4.2. Breach any rights of confidence, privacy, or data protection laws;
8.4.3. Violate any contractual obligations owed to a third party; or
8.4.4. Breach any court orders.
8.5. You must not use our marketplace to link to any website or page containing material that would breach these terms if posted on our marketplace.
8.6. You must not submit material that has been or is the subject of any threatened or actual legal proceedings or complaints.
8.7. The review function on the marketplace exists to facilitate buyer reviews of products. You must not use it to post inaccurate, inauthentic, or fake reviews.
8.8. You must not interfere with marketplace transactions by:
8.8.1. Contacting another user to buy or sell items outside the marketplace
8.8.2. Warning users away from specific buyers, sellers, or items; or
8.8.3. Soliciting payments directly from users.
8.9. You acknowledge that all users are responsible for their interactions with others. Exercise caution and good judgment in communications, avoiding the sharing of personal information such as credit card details.
8.10. We may review your content periodically and reserve the right to remove it at our discretion for any reason.
8.11. If you encounter unlawful material or activity on our marketplace, or material breaching these terms, you may report it by contacting us at [email protected]
9. Our Rights to Use Your Conten
9.1. You grant Sage Africa a worldwide, irrevocable, non-exclusive, royalty-free license to use, reproduce, store, adapt, publish, translate, and distribute your content, including product listings, reviews, and other materials on our marketplace. All transactions involving your content must occur within the Sage Africa marketplace ecosystem and are subject to our terms and conditions.
9.2. You grant us the right to sub-license the rights licensed under Section 9.1.
9.3. You grant us the right to take legal action for infringement of the rights licensed under Section 9.1.
9.4. You waive all moral rights in your content to the maximum extent permitted by law and warrant that all other moral rights have been similarly waived.
9.5. Without prejudice to our other rights, if you breach our content rules, we may delete, unpublish, or edit any or all of your content at our discretion.
10. Use of the Website and Mobile Applications
10.1. In this section, "marketplace" and "website" refer to Sage Africa’s websites and mobile applications.
10.2. You may:
10.2.1. View pages from our website in a web browser;
10.2.2. Download pages for caching in a web browser;
10.2.3. Print pages for personal, non-commercial use, provided printing is not systematic or excessive;
10.2.4. Stream audio and video files using our website’s media player; and
10.2.5. Use marketplace services via a web browser, subject to these terms
10.3. Except as expressly permitted in Section 10.2, you must not download material from our website or save it to your computer
10.4. You may only use our website for personal and business purposes related to buying or selling products on the marketplace.
10.5. Unless explicitly permitted, you must not edit or modify website materials
10.6. Unless you own or control the relevant rights, you must not:
10.6.1. Republish website materials, including on another website
10.6.2. Sell, rent, or sub-license website materials;
10.6.3. Display website materials publicly;
10.6.4. Exploit website materials for commercial purposes; or
10.7. Despite Section 10.6, you may forward product links or share our newsletters and promotional materials in print or electronic forms.
10.8. We may suspend or restrict website access, including specific areas or functionalities, for maintenance or updates. You must not circumvent or attempt to bypass access restrictions
10.9. Prohibited activities include
10.9.1. Using the website in ways that damage or impair its functionality, security, or availability
10.9.2. Engaging in unethical, unlawful, or harmful activities
10.9.3. Hacking or tampering with the website;
10.9.4. Probing, scanning, or testing website vulnerabilities without permission;
10.9.5. Circumventing authentication or security measures
10.9.6. Hosting or transmitting malicious software
10.9.7. Imposing excessive loads on website resources;
10.9.8. Deciphering communications without authorization
10.9.9. Conducting automated data collection (e.g., scraping) without consent
10.9.10. Accessing the website via unauthorized means;
10.9.11. Violating directives in the robots.txt file;
10.9.12. Using data from our website for direct marketing; o
10.9.13. Interfering with the normal use of the website
11. Copyright and Trademarks
11.1. Ownership and Control of Intellectual Property
11.1.1. Sage Africa, together with its licensors, owns and controls all copyrights and other intellectual property rights in its website and the material hosted on the website. Users can report IP infringement by contacting us through our website. We will review all reports and take appropriate action
11.1.2. All copyrights and other intellectual property rights in Sage Africa’s website and materials are reserved
11.2. Sage Africa’s Trademarks
11.2.1. Sage Africa’s logos and other registered or unregistered trademarks are trademarks belonging to Sage Africa. We do not permit their use by third parties. Unauthorized use of these trademarks may constitute an infringement of Sage Africa's rights.
11.3. Third-Party Trademarks
11.3.1. Any third-party trademarks or service marks on the Sage Africa website are the property of their respective owners. Sage Africa does not endorse or affiliate with these third parties and cannot grant any rights to use such trademarks.
12. Data Privacy
12.1. Personal Data Processing by Sage Africa
12.1.1. Buyers consent to the processing of their personal data in accordance with Sage Africa’s Privacy and Cookie Notice.
12.2. Data Processing by Sage Africa
12.2.1. Sage Africa will process all personal data obtained through the platform and related services in line with our Privacy and Cookie Notice and Privacy Policy.
12.3. Seller Responsibility for Personal Data
12.3.1 Sellers are directly responsible for ensuring that they handle buyers' personal data in compliance with applicable privacy laws. Sage Africa, as a platform provider, ensures that personal data is processed according to our Privacy Policy, but we do not take responsibility for how individual sellers use or manage buyer data outside of the marketplace.
13. Due Diligence and Audit Rights
13.1. Anti-Fraud and Anti-Money Laundering Compliance
13.1.1. Sage Africa operates an anti-fraud and anti-money laundering program and reserves the right to perform due diligence checks on all users of the platform.
13.2. Information and Documentation Requirements
13.2.1. Users agree to provide Sage Africa with necessary information, documentation, and access to business premises for purposes of:
- Verifying compliance with these terms and conditions.
- V Disclosures required by valid court orders or governmental bodies.
- Compliance with applicable law or regulation
14. Sage Africa’s Role as a Marketplace
14.1. Marketplace Facilitation
14.1.1. Sage Africa serves solely as a platform for facilitating interactions between buyers and vendors. Sage Africa does not act as a seller or assume any responsibility for the products listed on the platform.
14.1.2. Vendors remain exclusively liable for the accuracy of their product descriptions, the condition of their products, and any commitments made during transactions.
14.1.3. In the event of disputes, buyers are advised to resolve issues directly with the vendor, as outlined in Sage Africa’s Dispute Resolution Policy.
14.2. Vendor Requirements
- 14.2.1. Sage Africa exclusively facilitates transactions for registered real estate and automobile companies. Vendors must be legally registered with Nigeria’s Corporate Affairs Commission (CAC).
- 14.2.2. Realtors, agents, or individuals without an RC (Registration Certificate) number are not permitted to list products or services on the platform.
- 14.2.3. All vendors are required to provide their valid RC number during registration to ensure compliance with Sage Africa’s vendor eligibility standards
14.3. Fees and Processing Costs
- SageAfrica charges a 10% commission fee on each successful transaction. Additionally, a transaction processing fee will apply, which will be equally divided between Sage Africa and the vendor
14.4. Accuracy of Product Information
14.4.1. Sage Africa and third-party sellers are committed to submitting accurate, up-to-date product information.
14.4.2. Sellers warrant the completeness and accuracy of product details. Buyers may seek recourse from the relevant seller for complaints about product information.
14.5. Service Availability and Disruptions
14.5.1. Sage Africa does not guarantee the continuous availability or fault-free operation of the platform, especially in cases of force majeure events (e.g., natural disasters, cyberattacks).
14.6. Discontinuation of Services
14.6.1. Sage Africa reserves the right to alter or discontinue any or all of its marketplace services without prior notice. No compensation will be provided for such discontinuation, but buyers’ rights regarding unfulfilled orders remain intact.
14.7. Additional Benefits
14.7.1. Accessibility to Loans: As part of our commitment to making real estate and automobile purchases more accessible, buyers are eligible to apply for automobile or mortgage loans through our platform. Loan offers are subject to terms and conditions provided by approved loan and mortgage companies.
14.7.2. Free Insurance Cover: Every automobile and property purchased through the Sage Africa Marketplace comes with complimentary insurance coverage for the duration of the transaction. This insurance covers both the vehicle or property and the buyer, offering peace of mind during the purchase process.
15. Limitations and Exclusions of Liability
15.1. Legal Limitations
15.1.1. These terms do not limit liabilities that cannot be restricted under applicable law.
15.1.2. Any liabilities or statutory rights that cannot be excluded under law are not affected by these terms.
15.2. Scope of Liability
15.2.1. The limitations and exclusions of liability apply to all liabilities under these terms, including contract, tort (including negligence), and breach of statutory duty
15.3. Free Services
15.3.1. Sage Africa is not liable for any loss or damage from services provided free of charge.
15.4. Aggregate Liability
15.4.1. Sage Africa’s total liability for any contract to provide services will not exceed the total amount paid for those services under that contract.
15.5. Excluded Losses
15.5.1. Sage Africa is not liable for:
- Losses caused by website downtime or dysfunction.
- Losses arising from events beyond its control
- Business losses such as loss of profit, revenue, or goodwill.
- Lossorcorruption of data.
- Special, indirect, or consequential losses.
15.6. Liability of Officers and Employees
15.6.1. Sage Africa limits personal liability for its officers and employees. Claims against the company should be made rather than against individuals.
15.7. Third-Party Website Links
15.7.1. Sage Africa’s platform may include links to third-party websites. Sage Africa is not responsible for the content or any loss or damage resulting from their use.
16. Indemnification
16.1. Indemnity Obligation
16.1.1. You hereby indemnify Sage Africa and undertake to keep Sage Africa indemnified against:
- Anyandall losses, damages, costs, liabilities, and expenses (including without limitation legal expenses and any amounts paid by Sage Africa to any third party in settlement of a claim or dispute) incurred or suffered by Sage Africa and arising directly or indirectly out of your use of our marketplace or any breach by you of any provision of these general terms and conditions or Sage Africa’s policies or guidelines.
- AnyVATorother tax liability that may arise in relation to any sale, supply, or purchase made through our marketplace where the liability arises out of your failure to pay, withhold, declare, or register to pay any VAT or other tax properly due in any jurisdiction.
(Sage Africa does not incur any VAT liability, as all vendors are responsible for their own VAT compliance.)
17. Breaches of these General Terms and Conditions
17.1. Account Registration
17.1.1. If Sage Africa permits the registration of an account on our marketplace, it will remain open indefinitely, subject to compliance with these general terms and conditions.
17.2. Breach and Consequences
17.2.1. If you breach these general terms and conditions or if Sage Africa reasonably suspects that you have breached these terms or any relevant policies or guidelines, we may:
- Temporarily suspend your access to our marketplace.
- Permanently prohibit you from accessing our marketplace.
- Block computers using your IP address from accessing our marketplace.
- Contact any or all of your internet service providers and request that they block your access to our marketplace
- Suspendor delete your account on our marketplace.
- Commencelegal action against you, whether for breach of contract or otherwise.
17.3. Circumventing Suspension or Prohibition
17.3.1. If Sage Africa suspends, prohibits, or blocks your access to the marketplace, you must not take any action to circumvent such suspension, prohibition, or blocking, including creating or using a different account.
17.4 Transaction Exclusivity
17.4.1 Vendors must not engage in any transactions with buyers outside the confines of the Sage Africa platform. All negotiations, agreements, and payments should strictly occur within the platform to ensure security, transparency, and trust between both parties.
17.5 Communication Between Vendors and Buyers
17.5.1 Sage Africa provides a chat system for communication between vendors and buyers. All inquiries, product discussions, and negotiations must be conducted through this system to maintain proper records and ensure security for both parties.
17.6 Inspection and Payment Process
17.6.1 In the event that buyers wish to inspect automobiles or properties listed by vendors, such inspections must be facilitated within the scope of the Sage Africa platform.
17.6.2. All transactions related to the purchase of automobiles or properties, including inspections, should be completed using the Sage Africa payment system.
17.6.3. If a vendor receives direct payment from the buyer outside of Sage Africa's payment system, and circumvents the platform, Sage Africa reserves the right to take legal action, including but not limited to, freezing vendor accounts, seeking legal redress, and pursuing claims for any loss or damages incurred due to the violation of platform policies.
18. Entire Agreement
18.1. These general terms and conditions, along with the relevant policies and guidelines, including seller terms and conditions, shall constitute the entire agreement between you and Sage Africa in relation to your use of the marketplace and shall supersede all prior agreements between you and Sage Africa concerning the marketplace.
19. Hierarchy
19.1. In the event of conflict between these general terms and conditions, the seller terms and conditions, and any policies or guidelines, the terms shall prevail in the following order: General Terms and Conditions, Seller Terms and Conditions, Sage Africa Codes Policies and Guidelines.
20. Variation
20.1. Revisions of Terms
20.1.1. Sage Africa may revise these general terms and conditions, the seller terms and conditions, and the relevant policies and guidelines from time to time.
20.2. Effect of Revised Terms
20.2.1. The revised general terms and conditions shall apply from the date of publication on the marketplace.
21. No Waiver
21.1. No waiver of any breach of any provision of these general terms and conditions shall be construed as a further or continuing waiver of any other breach of that provision or any breach of any other provision of these general terms and conditions.
22. Severability
22.1. Enforceability
22.1.1. If a provision of these general terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
22.2. Unlawful Provisions
22.2.1. If any unlawful and/or unenforceable provision of these general 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
23. Assignment
23.1. Sage Africa’s Rights
23.1.1. You agree that Sage Africa may assign, transfer, subcontract, or otherwise deal with its rights and/or obligations under these general terms and conditions.
23.2. Your Rights
23.2.1. You may not, without Sage Africa’s prior written consent, assign, transfer, subcontract, or otherwise deal with any of your rights and/or obligations under these general terms and conditions.
24. Third Party Rights
24.1. Benefit of Contract
24.1.1. A contract under these general terms and conditions is for the benefit of both parties (Sage Africa and you) and is not intended to benefit or be enforceable by any third party.
24.2. Exercise of Rights
24.2.1. The exercise of the parties' rights under a contract under these general terms and conditions is not subject to the consent of any third party.
25. Law and Jurisdiction
25.1. Governing Law
25.1.1.These general terms and conditions shall be governed by and construed in accordance with the laws of the relevant territory, including but not limited to the Nigerian Consumer Protection Council Act and international laws governing e-commerce transactions.
25.2. Jurisdiction
25.2.1. Any disputes relating to these general terms and conditions shall be subject to the exclusive jurisdiction of the courts of the relevant territory.
26. Our Company Details and Notices
26.1. Contact Details
26.1.1. You can contact us using the contact details provided by Sage Africa.
26.2. Seller Contact
26.2.1. You may contact sellers for after-sales queries, including any disputes, by requesting their contact details from Sage Africa in accordance with the Dispute Resolution Policy.
26.3. Electronic Notices
26.3.1. You consent to receiving notices electronically from us. We may provide all communications and information related to your use of the marketplace in electronic format, either by posting to our website or application or by email to the email address on your account. All such communications will be deemed to be noticed in writing and received by and properly given to you