These terms and conditions (“Terms”, “Agreement”) are an agreement between Fluentmart Integrated Solutions And Development Company Limited (“Fluentmart Integrated Solutions And Development Company Limited”, “us”, “we” or “our”) and you (“User”, “you” or “your”). This Agreement sets forth the general terms and conditions of your use of the fluentmart.com website and any of its products or services (collectively, “Website” or “Services”).

You must be at least 18 years of age to use this Website. By using this Website and by agreeing to this Agreement you warrant and represent that you are at least 18 years of age. If you create an account on the Website, you are responsible for maintaining the security of your account and you are fully responsible for all activities that occur under the account and any other actions taken in connection with it. We may monitor and review new accounts before you may sign in and use our Services. Providing false contact information of any kind may result in the termination of your account. You must immediately notify us of any unauthorized uses of your account or any other breaches of security. We will not be liable for any acts or omissions by you, including any damages of any kind incurred as a result of such acts or omissions. We may suspend, disable, or delete your account (or any part thereof) if we determine that you have violated any provision of this Agreement or that your conduct or content would tend to damage our reputation and goodwill. If we delete your account for the foregoing reasons, you may not re-register for our Services. We may block your email address and Internet protocol address to prevent further registration.

We do not own any data, information or material (“Content”) that you submit on the Website in the course of using the Service. You shall have sole responsibility for the accuracy, quality, integrity, legality, reliability, appropriateness, and intellectual property ownership or right to use of all submitted Content. We may monitor and review Content on the Website submitted or created using our Services by you. Unless specifically permitted by you, your use of the Website does not grant us the license to use, reproduce, adapt, modify, publish or distribute the Content created by you or stored in your user account for commercial, marketing or any similar purpose. But you grant us permission to access, copy, distribute, store, transmit, reformat, display and perform the Content of your user account solely as required for the purpose of providing the Services to you. Without limiting any of those representations or warranties, we have the right, though not the obligation, to, in our own sole discretion, refuse or remove any Content that, in our reasonable opinion, violates any of our policies or is in any way harmful or objectionable.

You shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. If auto-renewal is enabled for the Services you have subscribed for, you will be charged automatically in accordance with the term you selected. If, in our judgment, your purchase constitutes a high-risk transaction, we will require you to provide us with a copy of your valid government-issued photo identification, and possibly a copy of a recent bank statement for the credit or debit card used for the purchase. We reserve the right to change products and product pricing at any time. We also reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.

Occasionally there may be information on the Website that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, availability, promotions and offers. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information on the Website or on any related Service is inaccurate at any time without prior notice (including after you have submitted your order). We undertake no obligation to update, amend or clarify information on the Website including, without limitation, pricing information, except as required by law. No specified update or refresh date applied on the Website should be taken to indicate that all information on the Website or on any related Service has been modified or updated.

If you decide to enable, access or use third-party services, be advised that your access and use of such other services are governed solely by the terms and conditions of such other services, and we do not endorse, are not responsible or liable for, and make no representations as to any aspect of such other services, including, without limitation, their content or the manner in which they handle data (including your data) or any interaction between you and the provider of such other services. You irrevocably waive any claim against Fluentmart Integrated Solutions And Development Company Limited with respect to such other services. Fluentmart Integrated Solutions And Development Company Limited is not liable for any damage or loss caused or alleged to be caused by or in connection with your enablement, access or use of any such other services, or your reliance on the privacy practices, data security processes or other policies of such other services. You may be required to register for or log into such other services on their respective websites. By enabling any other services, you are expressly permitting Fluentmart Integrated Solutions And Development Company Limited to disclose your data as necessary to facilitate the use or enablement of such other service.

We offer a Service uptime guarantee of 99% of available time per month. The service uptime guarantee does not apply to service interruptions caused by:
(1) periodic scheduled maintenance or repairs we may undertake from time to time;
(2) interruptions caused by you or your activities;
(3) outages that do not affect core Service functionality;
(4) causes beyond our control or that are not reasonably foreseeable; and
(5) outages related to the reliability of certain programming environments.

We perform regular backups of the Website and Content and will do our best to ensure completeness and accuracy of these backups. In the event of the hardware failure or data loss we will restore backups automatically to minimize the impact and downtime.

During use of the Website, you may enter into correspondence with or participate in promotions of advertisers or sponsors showing their goods or services through the Website. Any such activity, and any terms, conditions, warranties or representations associated with such activity, is solely between you and the applicable third-party. We shall have no liability, obligation or responsibility for any such correspondence, purchase or promotion between you and any such third-party.

Although this Website may link to other websites, we are not, directly or indirectly, implying any approval, association, sponsorship, endorsement, or affiliation with any linked website, unless specifically stated herein. Some of the links on the Website may be “affiliate links”. This means if you click on the link and purchase an item, Fluentmart Integrated Solutions And Development Company Limited will receive an affiliate commission. We are not responsible for examining or evaluating, and we do not warrant the offerings of, any businesses or individuals or the content of their websites. We do not assume any responsibility or liability for the actions, products, services, and content of any other third-parties. You should carefully review the legal statements and other conditions of use of any website which you access through a link from this Website. Your linking to any other off-site websites is at your own risk.

In addition to other terms as set forth in the Agreement, you are prohibited from using the Website or its Content:
(a) for any unlawful purpose;
(b) to solicit others to perform or participate in any unlawful acts;
(c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances;
(d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others;
(e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
(f) to submit false or misleading information;
(g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet;
(h) to collect or track the personal information of others;
(i) to spam, phish, pharm, pretext, spider, crawl, or scrape;
(j) for any obscene or immoral purpose; or
(k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

This Agreement does not transfer to you any intellectual property owned by Fluentmart Integrated Solutions And Development Company Limited or third-parties, and all rights, titles, and interests in and to such property will remain (as between the parties) solely with Fluentmart Integrated Solutions And Development Company Limited. All trademarks, service marks, graphics and logos used in connection with our Website or Services, are trademarks or registered trademarks of Fluentmart Integrated Solutions And Development Company Limited or Fluentmart Integrated Solutions And Development Company Limited licensors. Other trademarks, service marks, graphics and logos used in connection with our Website or Services may be the trademarks of other third-parties. Your use of our Website and Services grants you no right or license to reproduce or otherwise use any Fluentmart Integrated Solutions And Development Company Limited or third-party trademarks.

You agree that your use of our Website or Services is solely at your own risk. You agree that such Service is provided on an “as is” and “as available” basis. We expressly disclaim all warranties of any kind, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. We make no warranty that the Services will meet your requirements, or that the Service will be uninterrupted, timely, secure, or errorfree; nor do we make any warranty as to the results that may be obtained from the use of the Service or as to the accuracy or reliability of any information obtained through the Service or that defects in the Service will be corrected. You understand and agree that any material and/or data downloaded or otherwise obtained through the use of Service is done at your own discretion and risk and that you will be solely responsible for any damage to your computer system or loss of data that results from the download of such material and/or data. We make no warranty regarding any goods or services purchased or obtained through the Service or any transactions entered into through the Service. No advice or information, whether oral or written, obtained by you from us or through the Service shall create any warranty not expressly made herein.

To the fullest extent permitted by applicable law, in no event will Fluentmart Integrated Solutions And Development Company Limited, its affiliates, officers, directors, employees, agents, suppliers or licensors be liable to any person for (a): any indirect, incidental, special, punitive, cover or consequential damages (including, without limitation, damages for lost profits, revenue, sales, goodwill, use or content, impact on business, business interruption, loss of anticipated savings, loss of business opportunity) however caused, under any theory of liability, including, without limitation, contract, tort, warranty, breach of statutory duty, negligence or otherwise, even if Fluentmart Integrated Solutions And Development Company Limited has been advised as to the possibility of such damages or could have foreseen such damages. To the maximum extent permitted by applicable law, the aggregate liability of Fluentmart Integrated Solutions And Development Company Limited and its affiliates, officers, employees, agents, suppliers and licensors, relating to the services will be limited to an amount greater of one dollar or any amounts actually paid in cash by you to Fluentmart Integrated Solutions And Development Company Limited for the prior one month period prior to the first event or occurrence giving rise to such liability. The limitations and exclusions also apply if this remedy does not fully compensate you for any losses or fails of its essential purpose.

You agree to indemnify and hold Fluentmart Integrated Solutions And Development Company Limited and its affiliates, directors, officers, employees, and agents harmless from and against any liabilities, losses, damages or costs, including reasonable attorneys’ fees, incurred in connection with or arising from any third-party allegations, claims, actions, disputes, or demands asserted against any of them as a result of or relating to your Content, your use of the Website or Services or any willful misconduct on your part.

All rights and restrictions contained in this Agreement may be exercised and shall be applicable and binding only to the extent that they do not violate any applicable laws and are intended to be limited to the extent necessary so that they will not render this Agreement illegal, invalid or unenforceable. If any provision or portion of any provision of this Agreement shall be held to be illegal, invalid or unenforceable by a court of competent jurisdiction, it is the intention of the parties that the remaining provisions or portions thereof shall constitute their agreement with respect to the subject matter hereof, and all such remaining provisions or portions thereof shall remain in full force and effect.

The formation, interpretation, and performance of this Agreement and any disputes arising out of it shall be governed by the substantive and procedural laws of Delta, Nigeria without regard to its rules on conflicts or choice of law and, to the extent applicable, the laws of Nigeria. The exclusive jurisdiction and venue for actions related to the subject matter hereof shall be the state and federal courts located in Delta, Nigeria, and you hereby submit to the personal jurisdiction of such courts. You hereby waive any right to a judge trial in any proceeding arising out of or related to this Agreement. The United Nations Convention on Contracts for the International Sale of Goods does not apply to this Agreement.

You may not assign, resell, sub-license or otherwise transfer or delegate any of your rights or obligations hereunder, in whole or in part, without our prior written consent, which consent shall be at our own sole discretion and without obligation; any such assignment or transfer shall be null and void. We are free to assign any of its rights or obligations hereunder, in whole or in part, to any third-party as part of the sale of all or substantially all of its assets or stock or as part of a merger.

We reserve the right to modify this Agreement or its policies relating to the Website or Services at any time, effective upon posting of an updated version of this Agreement on the Website. When we do, we will revise the updated date at the bottom of this page. Continued use of the Website after any such changes shall constitute your consent to such changes.

You acknowledge that you have read this Agreement and agree to all its terms and conditions. By using the Website or its Services you agree to be bound by this Agreement. If you do not agree to abide by the terms of this Agreement, you are not authorized to use or access the Website and its Services.

To be an associate or member of FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED, you must initiate the registration process for one of the membership grade available. Nevertheless, membership is limited to individuals or Businesses that are lawfully permitted under applicable Laws in the country from which they elect to register.

Approval will only be granted, when you use only the name you are authorized to use and you must provide us with your duly registered business name or known legal name, address, phone number and e-mail address.

A valid means of identification must be provided, and you authorize us to conduct a verification of your identity.

Please, be advised that, at our sole discretion and without notice to you, we may at any time alter or stop to provide any or all the FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED in each membership grade.

Your use of FLUENTMART Site bestowed on us a non-exclusive, international, continuous, irrevocable right and authorization to use, display, perform, reproduce, distribute, modify, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all of your Materials, and to sublicense the foregoing rights to our Affiliates and operators of FLUENTMART Associated Infrastructures. Nevertheless, we will conform with your removal requests as to uses of your materials provided the request is made through other means other than the applicable FLUENTMART Site or SERVICE. Also nothing in this Agreement shall thwart or limit our right to use your Materials without your consent to the extent that such use is allowable without a license from you or your Affiliates under applicable Law (e.g., fair use under Nigeria copyright law, referential use under trademark law, or valid license from a third party).
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In this agreement, you will be responsible for the payment and reporting of all your applicable Taxes. All fees and payments payable by you to FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED under this SERVICE Terms are exclusive of any applicable taxes, deductions or withholding taxes. You will be required to pay FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED any of your taxes imposed on such fees and any deduction or withholding tax required on any payment.

Your use of FLUENTMART Site is a confirmation to us that:

(a)The existence of your business is legally valid and satisfies all requirements of the Laws of the country in which your business is duly registered.
(b)Any information provided by you to FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED is always complete and accurate
(c)You willingly consent to this Agreement within your rights and to execute your obligations, as a seller in this Agreement.
(d)You and all your representatives and suppliers will comply with all applicable Laws of the country in which your business is duly registered.

While using FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED SERVICES, you may receive information relating to us including but not limited to FLUENTMART Transaction Information, that is not available to the general public.

You agree that:
(a) Such Information will remain confidential and privilege to FLUENTMART;
(b) You will not disclose FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED confidential Information to any Person
(c) Your use of such Confidential Information is permitted only as is reasonably practical for your involvement in FLUENTMART Site;
(d) You will take all reasonable measures to safeguard the Confidential Information against any unauthorized use or disclosure that is not explicitly permitted in this Agreement.
(e) You may not issue any public statement concerning such confidential information in any way without our prior written permission.

You are solely responsible for maintaining the safety of your password. You may not disclose your password to any third party except third parties authorized by you to use your account in accordance with this Agreement. All activities undertaken with your password shall be your solely responsibilities. If you perceive your password may have been compromised, you are strongly advised to change it immediately.

FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED will not be liable to the Customer for failing to perform any of its obligations as reflected in this Agreement as a result of an act attributable to natural causes or any cause beyond its control.

In this term of service, you together with the business you represent, and we are completely independent parties. Your use or participation in FLUENTMART Site does not create any form of joint venture or partnership between us. You will have no authority to represent us and neither will you have the power to make or accept any offers on our behalf. This Agreement will not create an exclusive relationship between you and us. The conditions and provisions of this Agreement are intended to be for the exclusive benefit of FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED, you, and the persons that patronizes your products or services. Nothing said in this Agreement will be interpreted to give to any person or business other than the parties to this Agreement any legal or equitable right to this Agreement.

If it is perceived that a fraudulent transaction has occurred relating to the use of stolen identity, we may in our sole discretion stop shipping and cancel the Transactions. You will make reasonable efforts to stop or cancel delivery of such order made fraudulently.

We may withhold for investigation any payments to you If FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED found out that your account has been used to engage in fraudulent or unlawful activities and may in her sole discretion report you to the appropriate authorities.

In the event your use of our FLUENTMART Site resulted in violation of the terms of agreement, chargebacks, disputes and claims, we may:

(a)Withhold any payments to you
(b)Reverse any payment made to your Bank Account
(c)Charge any lawful payment instruments provided by you
(d)Deduct any amounts we may owe you

This Agreement will start on the date your application is approved after completion of your registration for subscription to a membership and your membership will continue until terminated either by you or by us. Upon termination, all rights and responsibilities of the parties under this Agreement will cease to exist except in the following clauses:
(a)Billing and Payments
(b)Fraud
(c)Non-Compliance
(d)Authorization
(e)Legal Status
(f)Indemnification
(g)Disclaimer of Warranty
(h)Limitation of Liability
(i)Non-Disclosure Agreement
(j)Changes and Amendments
(k)Dispute Resolution
(l)Membership Termination
(m)Communication
(n)Miscellaneous

You must provide accurate and detailed Product Information for each product or service that you list on any FLUENTMART Site. The products you offer should not be any product in the prohibited list of products. You will update such information as quickly as is possible whenever there are changes to the information to ensure it always remains accurate and comprehensive. It is your responsibility to ensure that your Products information, packaging, materials and url links on any FLUENTMART Site is in accordance with all applicable Laws and do not contain any objectionable and lewd materials

There are three basic selling fees beside the subscription fee: a listing fee, a transaction fee, and a payment processing fee.

Listing Fee. At the moment, it cost nothing to list your products on fluentmart as we do not charge listing fee. However, at our sole discretion, we may limit the number of products that can be listed and any additional listing beyond the limit will cost 100 Naira ($0.27 USD) to publish a listing to the marketplace. The listing fees will be billed in Naira or USD. Consequently, based on changes in the exchange rate, the amount may vary if your bank’s currency is not Naira or USD.

Transaction Fee. Once an item sells, there is an 8.5% marketplace transaction fee on the sale price (excluding shipping costs).

Payment Processing Fee. There is also a payment processing fee based on the fee structure of the payment gateway which ranges between 1.5 – 3.9%

All Sales Proceeds of your products shall be received by us on your behalf and will remit such proceeds to you only after deduction of applicable commission. Sales proceeds shall qualify for remittance if the following conditions are met:
Two weeks after a purchase is made
it meets the minimum amount of N5000 (Five Thousand Naira) for local Nigerian Vendors and $500 USD for International vendors.

We shall remit to you your available balance as at when your sales proceeds meet the conditions necessary to initiate remittance or based on mutual agreement between parties, remittance could be made but the condition for minimum amount must be met. Every remittance will be gross proceeds from Sales less the following:
(a) The Commission Fees;
(b) Courier shipping charges if the customer elect to use the courier service provided on FLUENTMART Site
(c) Transaction fees
(d) Any other fees that may be applicable at the time of transaction
(e) Withheld funds in accordance with the Fraud and Non-Compliance Clauses

If you make any refund to a customer with respect to one of your transactions on FLUENTMART Site, we will refund to you the commission Fee related to the transaction. However, if an Administration Fee is incurred in connection with the refund, the refunded commission fee will be less the administrative fee.

The infrastructure we provide will facilitate listing your Products on FLUENTMART Site for the purpose of marketing, retailing, packaging and handling of your Products as allowed by us. The features and functionality of our infrastructure permit users to review your Products and rate your performance as a merchant on FLUENTMART Site. Such reviews and evaluation may be published on FLUENTMART Site and made available to the global public to maintain marketplace integrity.

For any of your products ordered through the features and functionalities provided on FLUENTMART Site that are not shipped using the courier service on FLUENTMART SITE, you will determine the shipping and handling charges as well as be responsible for the shipping method and tracking of the item(s). Order Information for your products shall be made available to you through the functionality in FLUENTMART Site.

You will fulfill all orders made on your account in accordance with the Order Information you will receive at the time the transaction is made and bear all risk associated with fulfilling the order.
You will be solely responsible for:
(a)Ensuring that you are the seller of each of Your Products
(b)Retrieving Order Information related to purchases made on your account.
(c)Complying with packaging and labeling requirements
(d)Ensuring your products are shipped in a timely fashion
(e)Canceling your orders where it is necessary
Providing FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED information related to fulfillment of your orders and tracking status

In connection with your products fulfilled using any preferred shipping method made available in the FLUENTMART Site, you will accordingly accept and process cancellations and returns as quickly as possible. You will also process refunds if requested by a customer in harmony with the refund clause in this Terms of service and the FLUENTMART Refund Policies using the features we provide for your account where such is available. However, at our sole discretion, we may accept to process cancellations, returns, refunds on your behalf to enhance customers satisfaction. All such payments with respect to refunds shall be directed through FLUENTMART to which you will reimburse us to the tune of the amount we paid plus any administrative fee incurred.

You will be solely responsible for any delivery failure and theft in connection with the fulfillment of your orders, except where it is our failure to provide accurate address of customer or to make available to you Order Information as it was received by us.

You will be responsible for any defects in or safety of any of your products you list on FLUENTMART Site. Where there are recalls whether public or private relating to the safety of any of your products, you will notify us immediately as soon as you have knowledge of such recalls or safety concerns of Your Products.

If receive a claim or any chargeback in connection with one of your transactions that is not caused by our failure to provide accurate address of customer or order information as it was received by us, you will be notified by us. Under such circumstances, you will provide to us the following:
(a)Order number
(b)A description of the concerned product(s)
(c)Proof of fulfilment of the concerned product(s)
(d)Any Terms and Conditions displayed by you on the FLUENTMART Site related to the product(s) in question.

And you will reimburse us for the amount of the chargeback such as purchase Price, taxes, payment processing charges, shipping and handling charges and other fees associated with the original purchase paid by us as permitted.

The language of communication in FLUENTMART Site is English. Accordingly, this Terms and Conditions have been written in English language and it is your responsibilities to ensure you understand English language at the time you consent to use the FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED Services. All product information (including description, labelling, trademarks) listed on FLUENTMART Site shall be in English. As a Merchant or Seller, you will only communicate with customers using the inquiry board provided in your account which constitute an electronic communication and your messages must not contain any contact details such as phone number and email address.

We will post this Agreement on our website and you are requested to read it carefully before registering as a Merchant or Seller. We may also communicate with you electronically or by any other means and you consent to receive such communications notwithstanding any communication preferences you may have indicated on your account. You are requested to download this Agreement from FLUENTMART Site for your records and you may modify your account details as applicable at any time in FLUENTMART Site. You will ensure that all your information is always valid, accurate and up to date.

We reserve the right to determine the design, appearance, content, features, functionality, and all other aspects of the FLUENTMART Site through reengineering and modification. At our sole discretion, we may limit access to any of features, content, appearance and functionality.

As FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED is not your agent, FLUENTMART INTEGRATED SOLUTIONS AND DEVELOPMENT COMPANY LIMITED will not act in such capacity as either your agent or customer’s agent in connection with resolving any disputes between you and the concerned customer related to any transaction on your products or services.

If you have any questions about this Agreement, please contact us.
Email: info@fluentmat.com
P.O Box 3637, Warri Delta State, Nigeria