Terms of Service

1Acceptance of Terms

These Terms constitute the entire legal agreement between you and Servanda Technologies Ltd., trading as Zerrar ("Company," "we," "our," or "us"), governing your use of the Zerrar platform and all associated services, features, products, and content (collectively, the "Service").

If you are entering into these Terms on behalf of a company, organisation, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms.

These Terms are effective as of the date you first access or use the Service. Your continued use of the Service after any amendment constitutes your acceptance of the revised Terms.

2Definitions

For the purposes of these Terms, the following definitions shall apply:

3Contact Information

All communications pertaining to these Terms shall be directed to:

4Account Registration & Obligations

4.1 Registration Requirements

To access the full functionality of the Service, you must register for an Account. During registration, you must provide accurate, complete, and truthful information, including your full legal name, valid business email address, business name, and a verifiable phone number. You must be at least sixteen (16) years of age and must have the legal capacity to enter into binding agreements under the laws of your jurisdiction.

4.2 Account Security & Responsibility

You are solely responsible for the security of your Account credentials. You must not share, transfer, or otherwise disclose your password or any authentication token to any third party. You are fully liable for all actions taken under your Account, whether authorised by you or not. If you become aware of any unauthorised access, you must notify us immediately at [email protected].

4.3 Accuracy of Information

You must keep all Account information current and accurate at all times. Providing false, misleading, or fraudulent information constitutes a material breach of these Terms and may result in immediate suspension or termination of your Account.

4.4 Multiple Accounts

You shall not create more than one Account without prior written authorisation from the Company. The Company reserves the right to merge, suspend, or terminate duplicate or unauthorised Accounts at its sole discretion.

5Intellectual Property Rights

5.1 Company's Intellectual Property

The Service, including its source code, interface design, logos, trademarks (including "Zerrar" and "Servanda Technologies"), icons, branding, documentation, algorithms, and all underlying technology, is the exclusive property of the Company or its licensors. No part of these Terms transfers or conveys any intellectual property rights to you.

5.2 Limited Licence

Subject to your compliance with these Terms, the Company grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Service solely for your internal business purposes. This licence does not permit you to sublicence, reverse-engineer, decompile, or create derivative works based upon the Service without the Company's prior written consent.

5.3 Ownership of User Content

You retain ownership of all Content that you upload or create through the Service. By uploading or submitting Content, you grant the Company a worldwide, non-exclusive, royalty-free licence to use, reproduce, modify, store, and process such Content solely to the extent necessary to provide the Service to you.

5.4 Feedback

If you provide any feedback, suggestions, or ideas regarding the Service, you hereby assign to the Company all rights, title, and interest in such Feedback. The Company shall be free to use such Feedback without restriction or compensation to you.

6Permitted & Prohibited Use

6.1 Permitted Use

You may use the Service to conduct legitimate business activities, including selling products, automating customer communications, processing payments, managing product catalogues, and engaging in lawful e-commerce operations, provided that all such use complies with these Terms and applicable law.

6.2 Prohibited Use

The following conduct is strictly prohibited:

7Payment, Billing & Refund Policy

7.1 Pricing & Commission

Zerrar charges a 5% commission on all products sold through the platform. There is no monthly fee, no setup fee, and no hidden charges. You pay only when you make a sale. The Company reserves the right to modify pricing at any time, subject to a minimum of thirty (30) days' written notice to existing users.

7.2 Subscription Tiers

Optional subscription tiers are available for discovery ads and enhanced platform features. Subscription fees are quoted in Nigerian Naira (₦) and are due in advance of each billing cycle. Continued use after a price change constitutes acceptance of the new pricing.

7.3 Payment Processing

All payments are processed through authorised third-party payment processors, currently including Paystack, Flutterwave, and Monnify. The Company does not collect, store, or process raw payment card data. You are responsible for ensuring that sufficient funds are available in your designated payment method.

7.4 Taxes

All fees quoted are exclusive of applicable taxes, including Value Added Tax (VAT), withholding taxes, and any other duties or levies imposed by any governmental authority. You are solely responsible for the payment of all such taxes.

7.5 Refund Policy

8Service Levels, Uptime & Maintenance

The Company will use commercially reasonable efforts to make the Service available on a continuous basis. However, the Company makes no guarantee of uninterrupted availability. Scheduled maintenance windows will be communicated in advance where feasible.

The Service may be subject to intermittent downtime arising from factors beyond the Company's reasonable control, including third-party cloud infrastructure outages or force majeure events.

9Limitation of Liability

In no event shall the Company be liable for any indirect, consequential, special, incidental, or punitive damages — including but not limited to loss of profits, loss of revenue, loss of business opportunity, loss of data, or business interruption — even if the Company has been advised of the possibility of such damages.

The Company shall not be liable for any failure or delay in delivering orders through the platform, any actions or omissions of payment processors, or any disruption caused by Third-Party Services integrated with the Service.

10Indemnification

You shall indemnify, defend, and hold harmless the Company and its officers, directors, employees, agents, and assigns from and against any and all third-party claims, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising out of or in connection with:

11Disclaimer of Warranties

The Company does not warrant the performance or suitability of any Third-Party Service integrated with or accessible through the Zerrar platform. Your use of such Third-Party Services is at your own risk.

12Term & Termination

12.1 Duration

These Terms remain in effect for as long as you maintain an Account or continue to access the Service in any capacity.

12.2 Termination by You

You may terminate your Account at any time by following the account-deletion procedure within the Service or by contacting us in writing. Termination shall take effect at the end of your current billing cycle. No refund shall be issued for any prepaid but unused portion of the current billing period.

12.3 Termination by the Company

The Company may suspend or terminate your Account immediately, without prior notice or liability, if it reasonably believes that you have breached any material provision of these Terms, engaged in prohibited conduct, provided false or misleading information, or violated any applicable law.

12.4 Effect of Termination

Upon termination, your right to access the Service shall immediately cease. The Company may, at its discretion, retain or delete your data in accordance with its data retention policies and applicable law.

13Data Protection & Privacy

The Company's collection, use, and disclosure of your personal information is governed by its Privacy Policy, which is incorporated herein by reference and forms part of these Terms. By using the Service, you agree to the terms of the Privacy Policy.

The Company processes personal data in compliance with the Nigeria Data Protection Regulation (NDPR) 2019 and, where applicable, the EU GDPR.

14Dispute Resolution & Governing Law

14.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without giving effect to any conflict-of-law principles.

14.2 Good-Faith Negotiation

In the event of any dispute arising out of or relating to these Terms or the Service, the parties shall first attempt to resolve such dispute through good-faith written negotiation within thirty (30) days of written notice.

14.3 Arbitration

If the dispute is not resolved through good-faith negotiation, either party may submit the dispute to binding arbitration in Lagos, Nigeria, in accordance with the Arbitration and Conciliation Act (Cap. A18, LFN 2004). The decision of the arbitrator shall be final and binding.

14.4 Exclusions from Arbitration

Either party may seek injunctive or other equitable relief from a court of competent jurisdiction at any time where such relief is necessary to prevent irreparable harm, including disputes involving intellectual property infringement.

15Force Majeure

The Company shall not be in breach of these Terms, and shall not be liable for any failure or delay in the performance of its obligations, to the extent that such failure or delay is caused by circumstances beyond the Company's reasonable control, including acts of God, natural disasters, epidemics, wars, terrorism, governmental actions, failures of third-party infrastructure, or cyber-attacks on systems beyond the Company's control.

If a Force Majeure Event continues for more than sixty (60) consecutive days, either party may terminate these Terms upon written notice without penalty.

16Third-Party Services & Integrations

The Service integrates with various Third-Party Services to deliver its full functionality, including Paystack, Flutterwave, Monnify, Cloudflare, and Hetzner. Each Third-Party Service is governed by its own terms of service and privacy policy. You are responsible for reviewing and complying with the terms applicable to any Third-Party Service you elect to use.

The Company does not guarantee the availability, accuracy, or performance of any Third-Party Service and shall not be liable for any damages arising from your use of, or inability to use, any Third-Party Service.

17Children & Minors

18Modifications to These Terms

The Company reserves the right to amend or update these Terms at any time. When material changes are made, the Company will:

• Update the "Last Updated" date at the top of this document.
• Deliver written notice to you via email at least thirty (30) days prior to the effective date of the material change.
• Display a prominent notification within the Service and on the Company's website.

If you do not agree with the amended Terms, you must cease using the Service before the effective date of the amendment. Your continued use of the Service after the effective date constitutes irrevocable acceptance of the revised Terms.

19Severability & Entire Agreement

19.1 Severability

If any provision of these Terms is held to be invalid or unenforceable, that provision shall be deemed modified to the minimum extent necessary to make it valid and enforceable. The invalidity of any single provision shall not affect the validity of the remaining provisions.

19.2 Entire Agreement

These Terms, together with the Privacy Policy and any other policies or documents expressly incorporated herein by reference, constitute the entire agreement between you and the Company with respect to the Service.

19.3 Waiver

The failure of the Company to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. A waiver of any provision shall not be effective unless made in writing and signed by an authorised representative of the Company.

19.4 Assignment

You may not assign or transfer these Terms without the prior written consent of the Company. The Company may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets. Any purported assignment in violation of this Section shall be null and void.

20Acknowledgment