The agreement between you and Cartinary

2. Who we are, and what these terms cover

Cartinary is operated by Cartinary Limited, a company registered in Nigeria with its office at 14b Lisabi Crescent, Lagos, Nigeria. In these terms, “we”, “us” and “Cartinary” mean that company, and "the platform" means our websites, merchant dashboard, storefronts and APIs.

These terms apply to two different kinds of user, and it matters which one you are. A “Merchant” is a business or individual who uses Cartinary to list and sell goods. A “Shopper” is a person who buys from a Merchant through a Cartinary storefront. Where a clause applies to only one of them, it says so.

By creating an account, listing a product, or completing a purchase, you accept these terms, our Acceptable Use Policy and our Privacy Policy. If you are accepting on behalf of a company, you confirm you are authorised to bind it.

3. We are the platform, not the seller

Cartinary provides the software a Merchant uses to run a shop. We do not own, hold, inspect, warehouse or ship the goods sold through it. The contract of sale for any order is between the Shopper and the Merchant.

This means the Merchant, not Cartinary, is responsible for the accuracy of every listing, the legality and safety of what is sold, the condition and delivery of goods, the tax treatment of their sales, and honouring any warranty, return or refund they offer.

We are not a party to the sale, but we are not indifferent to it. Where a Merchant breaks these terms or the Acceptable Use Policy, we will act — see section 8.

4. Accounts, onboarding and verification

Signing up is self-service. You must be at least 18 and provide a real name, a working email address and a password. We verify your email address with a one-time code before the account is created. You are responsible for everything done under your account and for keeping your credentials safe.

A Merchant creates a business profile and a storefront on a subdomain we host. Listings become publicly visible when the Merchant publishes them. We do not review listings before they appear.

Before a Merchant’s storefront can accept payment, they must complete identity and settlement verification. We require:

• A Nigerian bank account in the Merchant’s name, which we confirm with our payment processor and whose account name we take from the bank rather than from what was typed in. Our payment processor verifies the account again before it will settle to it, and until it does the storefront cannot take a payment.
• A Bank Verification Number (BVN), which our payment processor checks against that bank account and against the name on the account.

We may also ask for a National Identification Number, a corporate registration number, or supporting documents. We may require further information or documentation at any time, and we may restrict an account or suspend a storefront until we receive it.

You must keep this information accurate and current. Giving us false verification information, or using another person’s identity or bank account, is a serious breach and will result in closure.

5. How money moves

This section describes the arrangement precisely, because it is the part people most often assume wrongly.

When a Shopper pays for a storefront order, the payment is collected by our payment processor and divided at the moment it is made. The Merchant’s share is paid into a settlement account our payment processor operates in the Merchant’s name. Our service fee and the payment processing fee are paid to Cartinary.

Cartinary does not receive, hold or owe the Merchant’s share of a storefront payment. There is no Cartinary balance standing to a Merchant’s credit, nothing for a Merchant to request from us, and nothing for us to release. This is a change from how the platform previously worked, where we collected the whole payment and held the Merchant’s share as a wallet balance.

Our payment processor settles the Merchant’s share to the Merchant’s verified bank account on its own settlement schedule. When it arrives is determined by the payment processor and the receiving bank, not by us. Where a Merchant records a payment themselves — cash, or a transfer taken outside the platform — no money passes through Cartinary or our payment processor at all, and no service fee is charged.

The Merchant still has a record of every movement of money that has passed through Cartinary, including movements made under the earlier arrangement. That record is history, not a balance, and no amount shown in it is owed by us.

Our current charges are:

Both fees are added to what the Shopper is asked to pay rather than taken out of the Merchant’s price, so a Merchant receives the full value of the goods, tax and delivery on a storefront order. An earlier version of these terms described them as deducted from the Merchant’s proceeds, which did not match what the checkout has ever charged.

We may change fees with reasonable notice. Subscription charges for paid plans are billed in advance for the interval chosen and are not pro-rated on cancellation.

6. Orders, cancellations and refunds

A Merchant sets their own returns and refund policy and must publish it on their storefront. Where they do not, Nigerian consumer protection law still applies, and a Shopper is entitled to a remedy for goods that are not delivered, are materially not as described, or are faulty.

A Shopper should raise a problem with the Merchant first, through the contact details on the storefront. Cartinary keeps the record of the order and what was paid, so both sides have the same account of it. We do not process refunds.

If the Merchant does not resolve it, the Shopper may escalate to us at connect@cartinary.com within 30 days of the order date. We will ask both sides for their account and any evidence, and we aim to reach a decision within 10 business days.

Where we decide a refund is owed, the Merchant must make it to the Shopper directly, within 7 days of our decision. Cartinary does not issue refunds and holds no money to issue them from: the Merchant’s share of a payment is paid into the Merchant’s own settlement account at the moment the Shopper pays. A Merchant who has been paid for an order they did not fulfil is holding money that is not theirs.

Where a Merchant does not pay a refund we have decided is owed, we may recover it by set-off against any amount we hold or owe them, by invoice, by withholding it from future proceeds, or by suspending the storefront until it is settled, and we may treat it as a breach of these terms. The same applies where a Shopper’s card issuer reverses a payment: a reversal is charged to us by our payment processor whether or not the Merchant has already been paid, and the Merchant is responsible for the reversed amount and any fee charged to us.

Our decision on an escalated dispute is a decision about a payment made through our platform. Because we no longer hold a Merchant’s money, our decision is a determination of what is owed rather than an instruction to release funds we are holding. It does not remove either party’s right to pursue the matter through the courts.

7. Merchant obligations

As a Merchant you agree to:

• Sell only what you are lawfully entitled to sell, and comply with our Acceptable Use Policy.
• Describe goods accurately, price them clearly and inclusive of what a Shopper must pay, and keep stock levels honest.
• Publish contact details, delivery expectations and a returns policy on your storefront.
• Fulfil paid orders. Where you cannot, cancel the order and refund the Shopper yourself, promptly — the money for it is in your account, not ours.
• Respond to Shopper enquiries and to our requests about an order within a reasonable time.
• Handle Shopper personal data only to fulfil their orders and to market to them where they have agreed, and comply with the Nigeria Data Protection Act 2023 in doing so.
• Account for your own taxes. We do not withhold or remit tax on your behalf.

8. Suspension, withdrawal of listings and closure

We may remove a listing, suspend a storefront, stop it taking payment, or close an account where we reasonably believe that:

• These terms or the Acceptable Use Policy have been broken.
• The account is being used for fraud, money laundering, or to sell prohibited goods.
• Verification information is false, or requested information has not been provided.
• A pattern of unresolved disputes, non-delivery or payment reversals has emerged.
• We are required to act by law, by a court, by a regulator, or by our payment processor.

Where circumstances allow, we will tell you what we have done and why, and give you a route to respond. Where the risk is immediate — fraud, unlawful goods, or a legal instruction — we may act first and explain afterwards.

We may hold funds relating to disputed or suspect orders while we investigate. Undisputed balances are payable to the Merchant on closure, subject to any amount we are entitled to recover under section 6.

9. Content and intellectual property

Your Content remains yours. By publishing it you give us a non-exclusive, royalty-free licence to host, reproduce and display it for as long as you use the platform, so that we can run your storefront, show your products, and include them in search results and order confirmations. That licence ends when you remove the Content or close your account, except where we must retain a copy in order records.

You confirm you have the right to publish everything you upload, including images. Do not use photographs, descriptions or brand assets belonging to someone else without permission.

The platform itself — our software, our name, our logo and our designs — remains ours. Nothing here gives you the right to use our brand except to say, plainly and accurately, that you sell through Cartinary.

If you believe Content on the platform infringes your rights, write to connect@cartinary.com with a link to it and evidence of your ownership, and we will act under our Acceptable Use Policy.

10. Availability, changes and liability

We work to keep the platform available but do not guarantee uninterrupted service. We may change, add or withdraw features. Where a change materially reduces what a paid plan provides, we will give notice.

Nothing in these terms excludes liability that cannot lawfully be excluded, including for fraud or for death or personal injury caused by negligence. Subject to that, we are not liable for a Merchant’s goods or conduct, for lost profits or lost sales, or for indirect or consequential loss. Our total liability to a Merchant in any twelve-month period is limited to the greater of the fees that Merchant paid us in that period, or ₦50,000.

You agree to indemnify us against claims arising from your listings, your goods, your conduct on the platform, or your breach of these terms.

11. Changes, governing law and contact

We may update these terms. We will change the date at the top and, for material changes, tell account holders by email. Continuing to use the platform after a change means you accept the updated terms.

These terms are governed by the laws of the Federal Republic of Nigeria, and the courts of Nigeria have jurisdiction. We would rather settle a disagreement by talking to you first.

Write to us at connect@cartinary.com, or Cartinary Limited, 14b Lisabi Crescent, Lagos, Nigeria.