INTRODUCTION Welcome to Zippi! These Terms of Service ("Terms") govern your use of the Zippi customer application ("App"), operated by Zippi Technology LTD ("Zippi," "we," "us," or "our"), a company registered in Nigeria. By downloading, accessing, or using the Zippi App, you agree to be bound by these Terms. If you do not agree to these Terms, please do not use the App.
DEFINITIONS
"Account" means the account created by you to access and use the App.
"Content" means any information, text, graphics, photos, or other materials uploaded, downloaded, or appearing on the App.
"Merchant" means any grocery store, retailer, or other business that offers products for sale through the App.
"Order" means a request placed by you through the App to purchase products from a Merchant.
"Services" means the services provided by Zippi through the App, including but not limited to facilitating the purchase and delivery of products from Merchants.
"Shopper" means an independent contractor who shops for and/or delivers orders on behalf of Zippi.
ELIGIBILITY To use the Zippi App, you must:
Be at least 18 years of age;
Have the legal capacity to enter into binding contracts;
Provide accurate and complete information when creating an Account; and
Comply with these Terms and all applicable laws and regulations.
ACCOUNT REGISTRATION To use the App, you must create an Account with accurate, current, and complete information. You are responsible for maintaining the confidentiality of your Account credentials and for all activities that occur under your Account. You agree to immediately notify Zippi of any unauthorized use of your Account or any other breach of security.
SERVICES
Service Description Zippi is a platform that connects customers with local Merchants and facilitates the purchase and delivery of groceries and other products. Zippi is not a retailer or seller of the products offered through the App.
Order Process When you place an Order through the App:
You are making an offer to purchase products from the Merchant;
Zippi will connect you with a Shopper who will purchase and deliver the products on your behalf;
The contract for the sale of products is between you and the Merchant; and
Zippi reserves the right to refuse or cancel any Order for any reason.
Service Description
All prices displayed on the App are set by the Merchants and are subject to change without notice.
In addition to the product prices, you will be charged:
A service fee for using the App;
A delivery fee based on factors such as distance and order size;
Any applicable taxes; and
An optional tip for the Shopper. c) You agree to pay all charges incurred in connection with your use of the App. d) Payment methods accepted may include credit/debit cards, mobile money, and other payment methods as made available in the App. e) Zippi uses secure third-party payment processors to process payments.
Delivery
Estimated delivery times provided on the App are estimates only and are not guaranteed.
You agree to be available to receive your Order at the delivery address provided.
If you are not available to receive your Order, the Shopper may leave the Order at the delivery address if it is safe to do so, or may return the products to the Merchant, in which case you will still be charged for the Order.
Substitutions and Refunds
If a product ordered is unavailable, the Shopper may:
Contact you to suggest a substitution;
Skip the item if you have selected this preference; or
Use their best judgment to select a replacement if you have selected this preference. b) Refund policies for unavailable items, damaged items, or incorrect items will be clearly displayed in the App.
USER CONDUCT You agree not to:
Use the App for any illegal purpose or in violation of any local, state, national, or international law;
Harass, abuse, or harm another person;
Interfere with or disrupt the App or servers or networks connected to the App;
Attempt to gain unauthorized access to any portion of the App or any other accounts, computer systems, or networks connected to the App;
Use any robot, spider, site search/retrieval application, or other manual or automatic device or process to retrieve, index, "data mine," or in any way reproduce or circumvent the navigational structure or presentation of the App;
Collect or store personal data about other users without their express permission;
Impersonate any person or entity or falsely state or otherwise misrepresent your affiliation with a person or entity; or
Create multiple accounts or engage in activities that artificially inflate usage metrics.
INTELLECTUAL PROPERTY
Ownership The App and all Content, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Zippi, its licensors, or other providers of such material and are protected by Nigerian and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
License to Use Subject to your compliance with these Terms, Zippi grants you a limited, non-exclusive, non-transferable, revocable license to access and use the App for your personal, non-commercial use.
Restrictions You may not:
Modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained from the App;
Decompile, reverse engineer, or disassemble the App or attempt to derive the source code of the App;
Remove, circumvent, disable, damage, or otherwise interfere with security-related features of the App; or
Use the App in any manner that could disable, overburden, damage, or impair the site or interfere with any other party's use of the App.
USER CONTENT
Submission of User Content You may be able to submit reviews, comments, and other content through the App ("User Content"). You retain all rights in, and are solely responsible for, the User Content you submit.
License to User Content By submitting User Content, you grant Zippi a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the User Content in connection with the App and Zippi's business, including for promoting and redistributing part or all of the App.
Representations and Warranties You represent and warrant that:
You own or have the necessary rights to submit the User Content;
The User Content does not infringe the intellectual property rights or other rights of any third party; and
The User Content complies with these Terms and all applicable laws and regulations.
DISCLAIMERS
Submission of User Content THE APP AND ALL CONTENT AND SERVICES PROVIDED THROUGH THE APP ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED.
No Warranties ZIPPI EXPRESSLY DISCLAIMS 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.
Quality of Products ZIPPI ZIPPI DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE QUALITY, ACCURACY, COMPLETENESS, OR RELIABILITY OF ANY PRODUCTS OFFERED BY MERCHANTS THROUGH THE APP.
LIMITATION OF LIABILITY IN NO EVENT SHALL ZIPPI, ITS OFFICERS, DIRECTORS, EMPLOYEES, OR AGENTS, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM:
YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE APP;
ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE APP;
ANY CONTENT OBTAINED FROM THE APP; OR
UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT ZIPPI HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE.
IN NO EVENT SHALL ZIPPI'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES, OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID TO ZIPPI IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE THOUSAND NAIRA (₦1,000).
INDEMNIFICATION You agree to defend, indemnify, and hold harmless Zippi, its officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with:
Your access to or use of the App;
Your violation of these Terms;
Your violation of any third-party right, including without limitation any intellectual property right, publicity, confidentiality, property, or privacy right; or
Any claim that your User Content caused damage to a third party.
TERMINATION
Termination by You You may terminate your Account at any time by following the instructions in the App or by contacting customer support.
Termination by Zippi Zippi may terminate or suspend your Account immediately, without prior notice or liability, for any reason, including without limitation if you breach these Terms.
Effect of Termination Upon termination, your right to use the App will immediately cease. All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
CHANGES TO TERMS Zippi reserves the right, at its sole discretion, to modify or replace these Terms at any time. Zippi will provide notice of any changes by posting the new Terms on the App. Your continued use of the App after any such changes constitutes your acceptance of the new Terms.
GOVERNING LAW AND DISPUTE RESOLUTION
Governing Law These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law provisions.
Dispute Resolution Any dispute arising out of or in connection with these Terms, including any question regarding its existence, validity, or termination, shall be referred to and finally resolved by arbitration under the rules of the Lagos Court of Arbitration, which rules are deemed to be incorporated by reference into this clause. The seat of arbitration shall be Lagos, Nigeria. The language of the arbitration shall be English.
MISCELLANEOUS
Entire Agreement These Terms constitute the entire agreement between you and Zippi regarding your use of the App and supersede all prior and contemporaneous written or oral agreements between you and Zippi.
Severability If any provision of these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced.
Waiver Zippi's failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.
Assignment You may not assign or transfer these Terms, by operation of law or otherwise, without Zippi's prior written consent. Any attempt by you to assign or transfer these Terms without such consent will be null. Zippi may freely assign or transfer these Terms without restriction.
Notices Any notices or other communications provided by Zippi under these Terms, including those regarding modifications to these Terms, will be given by posting to the App or by email to the email address you provide during Account registration.
CONTACT INFORMATION If you have any questions about these Terms, please contact Zippi at:
