1 Scope

Please read the terms and conditions carefully before using the website “ariga.ng” or “Ariga” (the “service”) operated by Ariga Systems (“us”, “we”, or “our”). Your use of the service is conditioned on the acceptance of these terms. These terms apply to all partners who access or use this service.

The term “Partner” (“vendors”, “seller” or “merchants”) refers to any creator or designer of fashion clothing who registers on ariga.ng and puts their product on the platform with the intention to sell their product to the public.

The term “Customers” or “Public” refers to the end-users who buy products advertised by the Partners on the website ariga.ng.

(1) Ariga is an online platform that provides a channel for our partners to advertise and sell their products to the public over the internet. The platform is currently assessed on the website ariga.ng, but may be provided on different website or applications in the future.

(2) The Partners that come onboard Ariga will have the exclusive access to advertise and sell their products on the Ariga platform. Ariga is authorized to accept purchases on behalf of our partners. The service provided by Ariga is currently limited to providing a channel for partners to sell their products to customers and accepting orders and payments on behalf of our partners. Ariga as part of its service to the partner will provide the data to the partner concerning the analysis of their products sold and their general market performance at no additional cost to the partner.

(3) The partner authorizes Ariga to accept an order that is binding from the customers on their behalf.

(4) Access to this website and service is with the permission of Ariga. Ariga reserves the right to change, amend or suspend the website or service without notice.


2 Ariga’s rights and obligations

(1) The partner accepts that the relationship between the customer and Ariga is governed by the privacy policy and the general terms and conditions which are both available on the website.

(2) The partner is responsible for listing their products on the platform. Ariga will publish the products listed on the platform by the partner within 2 working days provided that the requirements are met. If the requirements of a product are not met, Ariga will reach out to the partner and provide assistance in the form of guidance through WhatsApp messages or emails.

(3) Before publishing any product listed by the partners, Ariga reserves the right to review the product to ensure it is modest and satisfactory to the standard as defined in the partners’ manual.

(4) Ariga is permitted to accept binding orders on behalf of the partner and Ariga will ensure that the information regarding the order is communicated to the partner as well as technology permits.

(5) Ariga reserves the right to terminate its relationship with any partner if the partner is repeatedly given bad reviews or complaints, or fails to comply with our recommendations.


3 Partner’s rights and obligations

(1) The partner is obligated to include all the necessary information about the products it lists on ariga.ng. This should include but it is not limited to a detailed title, the price of the product, description, processing time and pictures (as recommended in the Ariga partner manual). The partner must never misrepresent their product with the intention of knowingly deceiving the customer. The partner is obliged to immediately notify Ariga in the case of any changes in the details of their listing before or after being published on the website.

(2) The partner must guarantee that all the information related to their products that is listed on Ariga satisfies all legal requirements, satisfies all information required for consumer protection and satisfies Ariga’s pledge of modest and decorous clothing.

(3) It is the responsibility of the partner to ensure availability of their products listed on Ariga and a reasonable processing time of their ordered products of less than 2 weeks.

(4) The partner guarantees that the product listed and the information provided about the product is not in violation of any third party’s copyright.

(5) Any communication between the partner and the customer should be limited to obtaining additional information (and should be made either via phone call or email) with regards to the product transaction referred by Ariga. The partner will not send any form of commercial advertisement to the customer without prior agreement with Ariga. The partner will not advertise any of Ariga’s competitors when delivering products to customers sold through the Ariga platform.

(6) The partner will start processing orders and arrange delivery as soon as the receipt of confirmation of sale is received through the Ariga site via email and/or text message. The processing time, delivery time and options indicated by the partner should be clearly stated in the product information by the partner and it is binding. The partner should ensure only products that are available and can be processed within a reasonable time should be advertised on Ariga. Repeated stock-out or longer than stated processing time for ordered products will result in the termination of the partner and all their products listed on Ariga.

(7) In the case where a partner cannot fulfill an order made by a customer, the partner must notify Ariga immediately within a day of receiving the order at the latest.

(8) The partner agrees to abide by the product and prices they provide to Ariga. To ensure Ariga provides high-quality fashion wear at very competitive prices, the partner agrees to list their products at minimum standard prices below which the product is not available on any other marketing channel, medium or Ariga’s competitor at a lower price.

(9) The partner is responsible for determining the prices of their products which they list on the Ariga platform. Ariga has made recommendations for partners as regards the inclusion of Ariga’s commission and the delivery cost to the total cost of the product (as stated in section 4 and 5) to help upset the product cost for the partners.

(10) The partner guarantees that there are no ongoing criminal, bankruptcy or tax proceedings or other penalties that are unsettled in relation to the products they are selling on Ariga.

(11) The partner guarantees to ensure that the product listed on Ariga is up-to-date including the stock count, pricing and associated terms and conditions like delivery fees.

(12) The partner representative is to provide Ariga with a copy of their valid identity card at the contract signature.


4 Delivery terms

(1) To ensure a standardized delivery system and efficiency on the Ariga platform, Ariga recommends the use of the Nigerian Post Office (NIPOST) for the delivery of products anyway across the country. The partner agrees to include N1000 in addition to the cost of every product listed on Ariga website to cover the delivery cost across Nigeria (this is in addition to the commission charges as stated in section 5). Ariga agrees to reimburse the partner for the exact cost of delivery to the customer regardless of whether it is more or less than N1000. Ariga is familiar with delivery charges by NIPOST across the country.

(2) The partner agrees to deliver the customer’s order to the post office which will be the standard vehicle for delivery of the product to the customer.

(3) The customer is given the option of collecting his/her order from the post office closest to their address or home delivery at additional cost to the customer as stated by Ariga on the website.

(4) All payments and reimbursement in relation to the delivery cost incurred by the partners will be issued by Ariga as stated in section 6.


5 Commission

(1) The partner agrees to pay Ariga a fixed percentage commission on the gross revenue from their sales made through the Ariga platform. A flat rate of 8.4% as the commission will be paid to Ariga on the gross revenue of sales made on Ariga. Ariga recommends that the partner adds the commission on top of the cost of the product and also adds the delivery cost of N1000 to the cost of the product as stated in section (4). So the total cost of the product should include the commission and the delivery cost. The inclusion of this additional costs to the total product cost is the responsibility of the partners (as stated in section 2) and should be done before the product is listed on the platform.

(2) Ariga may start to charge additional fees for the sale of products on the Ariga platform at any point. These additional fees may include but are not limited to listing fees, additional photos, and enhanced marketing fees. The partners will be notified in writing and they will have the option to opt-out in the event of the introduction of any additional fee.

(3) Ariga reserves the right to adjust the percentage commission. Adequate notice will be provided to the partners in writing before the implementation of any changes in the percentage commission. This does not cover adjustments or changes that constitute a material change of the contract terms, which will require an additional agreement on the change.


6 Customer online payment

(1) Ariga reserves the right to collect any payment including electronic payment (debit card, credit card, wireless online payment) made by the customer on behalf of the partner for an order. Ariga will pay the partner according to the invoicing agreement after deduction of the agreed commission.

(2) The partner will keep receipts of deliveries to customers for at least 12 months and make it available on request. In case of problems that may cause the order to be rescinded, or in case of a delivery failure, the partner must immediately notify Ariga by phone so that the credit card payment may be canceled.

(3) In the case of abuse of the payment medium (credit card or debit card fraud), Ariga and the partner will bear and share the risk equally and fairly. Ariga will investigate such issues and act accordingly to prevent such issues from reoccurring.


7 Invoicing and partner payment

(1) Ariga’s invoice may be delivered by email, post or in person. They include Ariga’s claims on the partner, commission, and if applicable other fees as stated in section 5(2).

(2) Ariga will make a weekly payment of all transacted orders to the partners for the week. Each transaction cycle begins from Tuesday 12:00 am of the week to Monday 11:59 pm of the following week. So, all confirmed orders and transaction made within this time frame will be paid out to the partners after verification of the orders by Ariga.

(3) Ariga will send out a transaction statement of all orders to the partners for the previous week within working hours on Tuesday. The partners have 48 hours to verify the orders and raise any dispute and issues regarding the orders and payments. Partners will be paid on every Thursday of the week within working hours except for when issues arise and payments will be made after resolution of such issues.

(4) For every order, Ariga will deduct the fixed cost of delivery of N1000 added to the product by the partners as stated in section 4 and the exact cost of the delivery will be paid to the partner regardless of whether it is more or less than the N1000 delivery cost in addition to the invoicing agreement.

(5) Ariga will take out its agreed commission before paying out the partner the stated cost of the order after confirmation of delivery to the customer. This will be done on Thursday of every month unless when there are disputes or clarification which Ariga will inform the partner in writing as soon as the dispute arises and agreed payment will be made after the dispute is resolved.

(6) Payment to the partners will be made via bank transfers.


8 Liability

(1) Ariga is indemnified from all claims arising in relation to matters outside Ariga’s control including but not limited to the quality of goods and services provided by the partner, logistics and delivery of goods to the customers. Ariga is further indemnified from any violation of laws and regulations from third parties.

(2) Ariga maintains the highest standard in the provisions of its services. However, Ariga cannot guarantee that its service is devoid of any defect. Ariga will ensure that all steps are taken to correct any such defect.

(3) VAT liability is the sole responsibility of the partner and Ariga will not be held responsible for any issue arising from VAT.


9 Privacy

(1) The content of this agreement between Ariga and the partner is to be treated with full confidentiality. All information acquired as a result of this partnership should be confidential and should not be used for any purpose outside the bounds of the contract or should it be given to third parties. This obligation extends for one year after the termination of the contract. Both parties are obliged to act in accordance with privacy laws and treat all the data related to customers, partners and other third parties in accordance with privacy laws.


10 License

(1) Ariga provides customers with the opportunity to rate and review the partner’s products on the website. Ariga has the right but not the obligation to publish the reviews and ratings on its platform and also has the right to delete ratings and reviews. Ariga has the right to freely maintain a listing of the partners on the platform and their ranking based on the customer’s review and rating.

(2) Ariga may post, scan and publish online the partner’s listings, logos and other materials required. The partner grants Ariga a royalty-free, perpetual, unrestricted license to use and distribute any materials provided to Ariga for the purpose of advertising Ariga services. In particular, this includes use in Google AdWords campaigns, domain name registrations, and other online marketing and search engine optimization measures.


11 Terms and termination

(1) This agreement is valid as soon as the partner signs the contract, or fulfills an order referred by Ariga, and remains valid indefinitely, until termination by either party. Termination can occur at any time, with a period of notice of one month, in writing, by email or by post. The revenues generated during this notice period are still subject to the partnership agreement. The right to immediate termination by either party for important cause remains unaffected.

(2) The right to immediate termination covers the case where the merchant repeatedly receives negative ratings and reviews on the website, and when these are not obviously unjustified. Repeatedly providing misleading information or withholding information required to present the partner’s items is also grounds for immediate termination. Typos, mistakes, and transmission errors are excluded from this, as long as they are not caused with intent or by gross negligence.


12 General

(1) If a single clause in this agreement is invalid, both parties will endeavor to replace the invalid clause by a valid one that reproduces as closely as possible the intended economic meaning of the invalid clause. The validity of the rest of the agreement remains unaffected. This applies in particular if the agreement is found to be incomplete.

(2) Ariga reserves the right to modify his general terms and conditions without giving any justification. In that case, Ariga will give the partner adequate notice via email. The notice will contain advice on the right and period of objection to the changes, and on the consequences of leaving unexercised the right to object.

(3) The changed terms and conditions are considered agreed by the partner if the partner does not object to them in writing within 2 weeks of receiving notice of the changes.

(4) Any terms and conditions of the partner are not part of this agreement unless Ariga expressly agrees to adhere to them in writing.