Udua Terms and Condition
Effect date: December 3, 2020
These terms and conditions apply to You, the user of this website (including any sub-domains, unless expressly excluded by their own terms and conditions), and Tinkerandbell Trading LLC, the owner and operator of the following website: Udua (the “Website”), whose URL web address is UDUA.
PLEASE READ THE TERMS AND CONDITIONS CAREFULLY as they affect Your legal right.
“Parties” means both You (the user of the Services) and the Owner of this Service.
“Content” means any content, writing, images, audiovisual content or other information published on this Services.
“Your Content” means any audio, video, text images or other material You choose to display on this Website subject to the restriction provided in this Agreement.
“Materials” means any materials, information or documentation that we may provide to You in connection with Your use of the Products including documentation, data, information developed for any use and other materials which may assist in Your use of the Goods or Service.
“Terms” means these terms and conditions.
“Service” means the website including all pages, subpages, all blogs, forums and other connected internet content whatsoever.
“Third Party Goods/ Services” means goods, products and services of third party that may be advertised on the Website.
“Products” means the goods and products both tangible and intangible offered on the Website
“Services” means the services offered on the Website
2. About this Website
This website is an online B2B marketplace that connects sellers and buyers globally and engages in sale of their Products and Services on the Website.The website comprises of various web pages operated by Tinkerandbell Trading LLC. This Service is offered to you upon your acceptance to all the Terms contained herein. Your use of this Service constitutes Your agreement to all the Terms Contained herein.
- By using this Website, You acknowledge that You have reviewed, considered the Terms of this Agreement and understand same and agree to be bound by it. If You do not agree with these Terms or do not intend to be bound by it, You must quite the use of this Website immediately. In addition, when using these Services, You shall be subject to any posted guidelines or rules applicable to such services. Accordingly, any participation in this Service shall constitute acceptance of this Agreement.
- By using this Website and agreeing to these Terms, You represent and warrant that You have the legal capacity to accept these Terms.
4. Acceptable Use
- We may provide You with other items in connection with Your use of this Services.
- We hereby grant You the license to use our Service for Your personal, non- commercial use to retrieve, display and view the Content on a computer screen.
- The license created under these Terms is limited, non-exclusive, non-transferable and revocable.
- You agree that You will not use the Contents or Materials for any other purpose which may be contrary to your license to use this Service.
- Any unauthorized use by You shall terminate the permission or license granted by this Website.
5. Prohibited Use
- You are expressly prohibited from collecting, downloading, copying or otherwise communicating with other Users from the Website.
- You agree not to use the Service in the following manner:
- To harass, abuse or threaten other or otherwise violate any person’s legal rights,
- To perpetrate fraud,
- To create or transmit unnecessary spam to any person or URL,
- To post, transmit or cause to be posted or transmitted, any communication or solicitation designed to obtain password, account, or private information of the other Users or persons,
- To post copyrighted content which does not belong to You and without obtaining the prior consent of the author,
- To use robot, spider, scraper or other automated means to access this Service without obtaining the prior consent of the Owner,
- To engage in or create any unlawful gambling, sweepstakes, or scheme,
- Publishing or distributing any obscene or defamatory material,
- Using this Service in any way that impacts users access to the Website,
- To engage in advertisement or solicit any User access to the Website,
- To engage in advertisement or solicit any User to buy or sell products or services without obtaining the prior consent of the Owner,
- Disseminating computer viruses or other software,
- Violating any intellectual property rights of the Owner or any third party,
- To use the Website or any of the Services for illegal spam activities.
- Additionally, you agree that You will not do as follows:
- Interfere or attempt to interfere with the proper working of this Website; or
- Bypass any measures we may use to prevent or restrict access to this Website,
- To interfere with or circumvent the security features of this Services,
- To damage, disable, overburden or impair this Service or any other person’s use of this Service.
- To use this Service contrary to the applicable laws and regulations or in a way that causes, or may cause harm to this Website, any person or business entity.
- The Owner has the authority to review all content posted by the User on this Website and we reserve the right to terminate Your use of the Service for violating any of the prohibited uses.
- You acknowledge that the Website does not control the content or any information that may be posted by other users. Consequently, It is not responsible or liable for those contents or information.
6. Intellectual Property Ownership
- You agree that we retain ownership of all Content included on the website (text, graphics, video, software, data, page layout, images, and any other information capable of being stored in a computer) other than the contents uploaded by users.
- You are granted a limited license only, subject to the restrictions provided in this Terms, nothing on this Website shall be construed as granting any license or right to use any trademark or logo displayed on the Website without obtaining the prior written consent of the Owner.
- You hereby agree not to reproduce or distribute the Owner’s intellectual property or use the intellectual property for any unlawful purpose.
7. Your Content
- You undertake that You retain the exclusive right and ownership of Your Content and You are not infringing on the any third-party rights.
- You retain all rights and ownership to Your Content. However, when You upload Your Content, You grant the Owner a worldwide license to communicate, distribute, host, make modification or derivative works (solely for the purpose of showcasing Your work), reproduce, publicly display, publicly perform and use such content. The license granted by You is for the purpose of marketing, promoting, and improving our services.
- The owner reserves the right to remove any of Your Content or any content that is unlawful, offensive, defamatory, or otherwise objectionable or violates any intellectual property rights or these terms
8. User Account
- You may be required to register with us to have access to our Products and Services.
- You will be required to provide certain personal information, which includes but not limited to your name, username, email address and password. The information provided must be correct and accurate.
- This personal information must be disseminated to anyone and when You discover that Your information has been compromised, You agree to notify us immediately. You also acknowledge that You are responsible for the security of Your personal information and that the Owner does not accept liability for the security of Your account as You agree to be responsible for maintaining the confidentiality of You passwords or other account identifiers which you choose and all activities under Your account.
- The Owner reserves the right to terminate Your Account where You have provided false inaccurate or incorrect information.
- It is at the sole discretion of the Owner to terminate the account or refuse to sell any Product or Services to any User at any time and for any reason.
9. Sales of Goods/Services
- The Website may offer Products or Services for sale or may allow third parties to sell Products and Services. The Owner undertakes to give accurate information about the description of the Products and Services. However, the Owner does not guarantee the reliability of any information relating to the Products and Services.
- The Owner does not guarantee the accuracy or reliability of any product or services sold by a third party and you agree that any purchase made by You is done at Your own risk.
- We reserve the right to refuse to sell the Products and Services on the Website at our sole discretion.
- Subject to the terms of our return policy, if You are not satisfied with Your purchase, we offer returns, and replacement of products sold on the Website.
10. Payment and Billing
- The total price will also include the taxes applicable on the date of purchase.
- The total price of the Product and Services including all applicable taxes is included upon the confirmation of Your order.
11. Delivery/ Shipping of Products
- We deliver our products globally.
- The Products purchased will be delivered to the address You provide within the following period as stated in your invoice.
- We use the following delivery services to deliver our Products:
- Ocean and Air Freight.
12. Links to Third Party Sites/ Services
The website may contain links to other websites. These Linked sites are not under our control and You agree that we are not liable for contents of any Linked sites or link contained in any Linked Site.
13. Electronic Communications
You consent to receive electronic communications and You agree that all agreements, notices, disclosures and other communications we provide to You electronically via email and on this Website, satisfy any legal requirements that communications must be in writing.
14. Reverse Engineering and Security
You hereby agree as follow:
- Not to reverse engineer or permit the reverse engineering or dissemble any code or software from or on the Website or Services; and
- Not to violate the Security of the Website or other Services through any unauthorized access, circumvention of encryption or other security tools, data mining or interference with any host or User or Network.
15. Affiliate Marketing and Advertisement
We may engage in affiliate marketing and advertisement whereby we receive commission on the sale of Third-Party Goods and/ or Services though our Service. We may also accept advertising and sponsorship from commercial businesses or receive other forms of advertising compensation
16. Change to Service
- You accept that the Owner may vary, alter, amend, or update the Content or Service, Products and Services at any time and without Your consent.
- You also agree that the Products and Services may not be available at all times and this may be as a result of the maintenance or for any other reason and we shall not be held liable for the failure to provide this Services
You hereby agree to indemnify the Owner, its employees, agents, and third parties from and against all liabilities, cost, demand, cause of action, damages, and expenses (including reasonable attorney’s fee) arising out of Your use or inability to use, any uploads made by You, Your violation of any rights of a third party and Your violation of applicable laws, rules or regulation.
18. Service Interruptions
The Owner may from time to time interrupt Your access or use of this Website to perform some maintenance or emergency services and You agree that the Owner shall not be held liable for any damage, loss which may arise thereof.
19. Termination/ Restriction of Access
The Owner reserves the right to, at its sole discretion, terminate Your access to this Website and the related Service or any part thereof at any time, for any reason and without notice.
The Owner shall have the right to terminate or suspend Your account for violating the Terms of this Service.
If You register with us, You may terminate this Service at anytime by issuing a prior notice to us. Once this is done, You will no longer be bound by the provisions of this Terms.
20. General Provisions
- Assignment: The Owner shall be permitted to assign, transfer its rights and/ or obligations under these Terms. However, You shall not be permitted to assign, transfer any rights and/ or obligation under these Terms.
- Entire Agreement: These Terms, disclaimers and any other agreement relating to the use of this Website constitutes the entire agreement and shall supersede any other agreement
- Separate Agreement: You may have other legal agreements with us. Those agreements are separate from these Terms. These Terms are not intended to alter, amend, revise or replace the terms of the other agreement.
- Applicable Law: These Terms may be governed and construed in accordance with the Laws, regulations or guidelines of the Federal Republic of Nigeria and other treaties, or regulations which is applicable in Nigeria
21. Governing Law and Dispute Resolution
As regards any dispute relating in any way to your use of any Udua Service, or to any products or services sold or distributed by Udua or through udua.com. Party do hereby agree that he/she shall not commence or maintain any suit against Udua whether at law or in equity, but Parties shall use all reasonable endeavours to settle any dispute or difference of opinion between them, arising from or in connection with this Agreement amicably through mutual discussion. If the dispute cannot be resolved by mutual discussions within a period of Thirty (30) days from the date of notice, such dispute or claim will be resolved by binding arbitration, rather than in court. And the decision by the arbitrator shall be final. Each party shall provide his/her own arbitrator at their own cost. Both arbitrators shall agree on a neutral arbitrator whose decision will be final. The fee for the Neutral arbitrator shall be shared equally between buyer and seller. The Arbitration shall be carried out in accordance with the provisions of the Arbitration and Conciliation Act Cap A18 Laws of the Federation 2004 or any amendment or re-enactment thereof. The Arbitration shall take place in Lagos, Nigeria and be conducted in English Language.