General Terms and Conditions of Use of the Buyers and Sellers' Marketplace

Table Of Contents

 

  1. Introduction
  2. Sign-up and account creation
  3. Sales terms and Conditions
  4. Refunds and returns
  5. Payments
  6. Store Credit
  7. Promotions
  8. Requirements for your content
  9. Your content may be used by us
  10. Making use of websites and mobile apps
  11. Trademarks and copyright
  12. Data security
  13. Rights to diligence and audits
  14. The function of Samima Trades as a marketplace
  15. Liability restrictions and exclusions
  16. Compensation
  17. Violations of the aforementioned terms and conditions
  18. The entire contract
  19. Structure
  20. Variation
  21. No exception
  22. Severability
  23. Assignment
  24. Rights of third parties
  25. Jurisdiction and law
  26. Information about our business and notices

 

1. Introduction

1.1. The Swaiba group firms are listed at Appendix 1 under the trading name “Swaiba .” Every company in the Swaiba group (“Swaiba or “we”) operates an online marketplace for the sale and purchase of consumer goods and services (“products”) in its designated territory as specified in Appendix 1 (“territory”). This marketplace consists of a website and a mobile application. It also includes supporting IT, logistics, and payment infrastructure.

1.2. These general terms and conditions govern your use of the marketplace and any linked services, and they apply to both buyers and sellers on the marketplace.

1.3. You fully agree these general terms and conditions by using our marketplace. You must not use our marketplace if you disagree with these general terms and conditions or any portion of these general terms and conditions.

1.4. If you utilize our market place as part of a commercial or other organizational endeavor, you:

Verify that you have the required power to accept these general terms and conditions in clause 1.4.1;

1.4.2. accept these general terms and conditions on behalf of both yourself and the individual, business, or other legal entity running that project;

1.4.3. acknowledge that, unless the context clearly dictates otherwise, “you” in these general terms and conditions refers to both the individual user and the pertinent natural person, business, or legal entity.

 

2. Sign-up and account creation

If you are under 18 years old, you register with our marketplace (by using our marketplace or agreeing to these general terms and conditions, you warrant and represent to us that you are at least 18 years of age).

2.2. If you create an account with our marketplace, you will be required to provide your email address, user ID, and password. You also consent to the following terms:

2.2.1 Maintain the privacy of your password;

2.2.2 If you learn of any disclosure of your password, immediately notify us in writing (using our contact information listed at section 26); and

2.2.3 understand that you could be held liable for any losses caused by any activity on our marketplace that results from a failure to keep your password private.

2.3. You must use your account solely for your own purposes; you may not give access to it to anybody else. You do so at your own risk if you provide any third party permission to handle your account on your behalf.

2.4. We reserve the right to suspend or terminate your account at any time, for any reason, and without prior warning or justification. However, if we do so and you have not violated these general terms and conditions, we will issue a refund for any products or services you have paid for but not received.

2.5 You can close your marketplace account by getting in touch with us as instructed in section 26.

 

3. Sales terms and Conditions

3.1. You recognize and concur that:

3.1.1 The marketplace offers a website where buyers and sellers can transact online;

3.1.2. We will accept legally binding sales on behalf of sellers, but Swaiba will not be a party to the sale unless it is identified as the seller; and

3.1.3. Upon the buyer’s confirmation of purchase via the marketplace, a contract for the sale and purchase of a product or goods will enter into force between the buyer and seller, and as a result, you agree to buying or selling the relevant product or products.

3.2. The seller’s terms of business will control the sale and purchase agreement between the buyer and the seller, subject to these general terms and conditions. Despite this, the following clauses will be included in the sale and purchase agreement between the buyer and seller:

3.2.1. A product’s pricing will be as specified in the appropriate product listing;

3.2.2. The product’s pricing must contain all taxes and be in accordance with all current legislation;

3.2.3. The customer will only be responsible for payment of shipping fees, packaging fees, handling fees, administrative fees, insurance costs, and other ancillary expenses and charges, as applicable, if such fees are fully and unambiguously specified in the product listing; and digital goods may be delivered electronically;

3.2.4 The goods must meet the buyer’s expectations in terms of quality, safety, and conformity to the product listing and any other description of the goods that the seller has provided or made available to the buyer;

3.2.5. The seller warrants that, with regard to physical products sold, the seller has good title to, and is the sole legal and beneficial owner of, the products, and/or has the right to supply the products in accordance with this agreement, and that the products are not subject to any third party rights or restrictions, including with respect to third party intellectual property rights and/or any criminal, insolvency, or tax investigation or proceedings. With regard to digital products sold, the seller warrants that the seller has good title to, and

 

4.Refunds and returns

4.1. We will handle returns of items by buyers and acceptance of returned goods by sellers in accordance with the marketplace’s returns page, as it may be updated from time to time. Returns will only be accepted at our discretion and in accordance with any applicable local legislation.

Refunds for returned goods must be handled in line with the marketplace’s refunds page, as it may be updated from time to time. Refund policies will be applied at our discretion and in accordance with any applicable local laws. Refunds may be available at our discretion:

4.2.1. with regard to the purchase price;

Fees for domestic and/or international shipping (described on the refunds page); and

4.2.3. via bank transfers, shop credits, gift cards, mobile money transfers, or any other means we may decide upon from time to time.

4.3 Swaiba , working on behalf of the seller, will accept returned goods and give reimbursements. Despite the previous sentences in paragraphs 4.1 and 4.2, Swaiba will only give refunds for delivery failures when it comes to digital goods and services and fresh food. The terms and conditions of sale set forth by the vendor must be followed if payment for such products needs to be refunded for any other reason.

4.4. Any changes to our refunds or returns policy will take effect for all purchases made as of the posting date of the modification on our website.

 

5. Payments

5.1. The Payments Information and Guidelines posted on the marketplace must be followed in order to make payments required under these general terms and conditions.

 

6. Store Credit

6.1. The Swaiba Store Credit Terms and Conditions, as they may be updated from time to time, govern how Store Credits may be acquired and used. Swaiba retains the right, in its sole discretion, to revoke or cancel Swaiba store credit incentives for any reason, including where we suspect fraud or wrongdoing. On our website, you can read the terms and conditions for Reward Store Credit.

 

7. Promotions

7.1. Swaiba and/or other promoters are required to administer their promotions and contests in accordance with their Promotions Terms and Conditions. The terms and conditions for each Promotion are available on our website.

 

8. Requirements for your content

“Your content” in these general terms and conditions refers to:

8.1.1. all works and materials that you submit to us or our marketplace for publishing, processing by, or further transmission, including without limitation text, graphics, photos, audio, video, and audio-visual material, scripts, software, and files; and

8.1.2. all online communications, including product reviews, user reviews, and comments.

8.2 Your content must be accurate, complete, and true in order for us to utilize it in compliance with these general terms and conditions.

8.3 Your content must adhere to generally accepted online etiquette and behavior standards and be appropriate, civil, and tasteful. It may not:

8.3.1 be indecent, offensive, vulgar, provocative, pornographic, or sexually explicit;

8.3.2. show violence in an overt, gratuitous, or graphic way; or

8.3.3. be blasphemous and violate laws against discrimination or racial or religious intolerance;

8.3.4. be dishonest, fraudulent, abusive, harassing, obnoxious, antisocial, threatening, hateful, or incendiary;

8.3.5. irritate, inconvenience, or unnecessarily worry someone; or constitute spam, 8.3.6

8.4 Your content must not be unlawful or illegal, violate someone’s legal rights, or be liable for legal action being taken against anybody (in each case in any jurisdiction and under any applicable law). Your content must not violate or infringe upon:

8.4.1. any intellectual property right, including any copyright, moral right, database right, trademark right, design right, or passing-off right;

8.4.2. any right to confidentiality, privacy, or under laws governing data protection;

8.4.3. any debt owed to a person under a contract; or Any court order,

8.5 You may not create a link to our marketplace from any website or web page that contains content that would violate these general terms and conditions if it were put on our marketplace.

8.6. You are not permitted to post any content that is currently or has previously been the subject of legal action that is either pending or has already been taken, as well as any content that has ever been the target of a complaint of a similar nature.

8.7. Product reviews by customers may be facilitated by using the marketplace’s review feature. You may not post false, fraudulent, or erroneous reviews via the review feature or any other method of contact.

 

  1. You may not impede a transaction by; (I) contacting a user outside of the marketplace to buy or sell an item listed there; (ii) communicating with a user involved in an ongoing or concluded transaction to advise them against dealing with a specific buyer, seller, or item; or (iii) contacting a user with the intention of collecting any payments.

8.9 You understand that every user of the marketplace is completely responsible for interactions with other users, and that you must use prudence and good judgment while speaking with other users. You must not send them any private information, such as credit card numbers.

8.10 We reserve the right to periodically evaluate your material and to remove any of it for any reason in our sole discretion.

8.11 You can contact us as described in section 26 if you become aware of any illegal content or activity on our marketplace or any content or activity that violates these general terms and conditions.

 

9. Your content may be used by us

9.1 You provide us a non-exclusive, perpetual, worldwide, royalty-free right to use, reproduce, store, adapt, publish, translate, and distribute your material in our marketplace, across all of our marketing Swaiba , and on any other media now known or hereafter developed.

9.2 You give us permission to sublicense the rights granted to you in accordance with section 9.1.

9.3 You give us permission to file a lawsuit for violation of the rights granted under section 9.1 of the license.

9.4 You guarantee and represent that any other moral rights in your material have been waived to the fullest extent allowed by applicable law, and you hereby waive all moral rights in your content to the fullest extent authorized by applicable law.

9.5. If you violate our rules on content in any Swaiba , or if we have a good faith belief that you have violated our rules on content, we may remove, unpublish, or alter some or all of your content, without affecting our other rights under these general terms and conditions.

 

10. Making use of websites and mobile apps

10.1. The terms “marketplace” and “website” to refer to Swaiba websites and mobile applications shall be used interchangeably in this section.

10.2 You could:

10.2.1. use a web browser to see pages from our website;

10.2.2. save pages from our website to a web browser’s cache;

Print pages from our website for your own personal, non-commercial use as long as it’s not repetitive or excessive (see 10.2.3);

10.2.4 Use the media player on our website to stream audio and video files; and

Use our marketplace services using a web browser, as long as you abide by the other clauses in these general terms and conditions.

10.3 You may not download or store any content from our website to your computer unless expressly permitted by section 10.2 or another provision of these general terms and conditions.

10.4 You are only permitted to use our website for your own private and professional needs when it comes to offering or buying goods on the market.

10.5 You are not allowed to edit or otherwise modify any of the content on our website, unless expressly permitted by these general terms and conditions.

10.6 If you don’t have legal access to or control over the material, you may not:

10.6.1. republication of content from our website (including on other websites);

10.6.2. resell, lease, or provide a sublicense for content on our website;

10.6.3. publicly display any content from our website;

10.6.4. use information from our website for your own profit; or

10.6.5. Republishing content from our website.

10.7. You are free to provide links to products on our website, as well as our newsletter and marketing materials in print and electronic form, to anybody, despite section 8.6.

10.8. We reserve the right to discontinue or limit access to our website, to particular webpages, and/or to website features. For instance, we might pause website access for server maintenance or website updates. Any access control measures on the website may not be avoided, bypassed, or attempted to be avoided.

10.9 You Swaiba :

10.9.1. use our website in any Swaiba take any action that harms or could harm it, impairing its functionality, availability, accessibility, integrity, or security;

10.9.2 Use our website in any unethical, illegal, fraudulent, hurtful, or connected to any illegal, harmful, or fraudulent activities;

10.9.3: hijack our website or otherwise mess with it;

10.9.4: Probe, scan, or test our website’s vulnerability without our consent;

10.9.5. bypass any authentication or security procedures, methods, or measures on or in connection with our website;

10.9.6. make copies of, store on, host, email, utilize, publish, or distribute any content from our website that contains (or is connected to) any spyware, Trojan horse, worm, keystroke logger, rootkit, or other harmful computer software;

10.9.7. put an unreasonable amount of pressure on our website’s resources, such as its bandwidth, storage, and processing power;

10.9.8. without our consent, decrypt or decipher any communications made through or to our website;

10.9.9. without our prior written authorization, engage in any routine or automated data collection activities (such as, but not limited to, scraping, data mining, data extraction, and data harvesting) on or in relation to our website;

10.9.10. use any robot, spider, or other automated means to access or otherwise interact with our website, unless necessary for search engine indexing;

10.9.12: disregard the instructions contained in our website’s robots.txt file;

10.9.13. utilize information obtained from our website for direct marketing purposes (including, but not limited to, telemarketing, direct mailing, SMS marketing, and email marketing); or

10.9.14. take any action that hinders users from using our website normally.

 

11. Trademarks and copyright

11.1 In accordance with the specific clauses of these general terms and conditions:

11.1.1. All of the copyrights and other intellectual property rights in our website and the materials within are owned and controlled by us and our licensors; and

All copyrights and other intellectual property rights in our website and the content within are reserved, according to 11.1.2.

11.2 The logos for Swaiba and all of our other registered and unregistered trademarks are our property; we do not grant permission for their use, and doing so might violate our rights.

11.3. We do not endorse or have any affiliation with any of the owners of any third-party registered or unregistered trademarks or service marks that may be found on our website, so we are unable to offer any permission for the use of these rights.

 

12. Data security

12.1 Buyers accept that their personal information will be processed in accordance with Swaiba Privacy and Cookie Notice.

12.2 Swaiba will adhere to the rules of our Privacy and Cookie Notice and Privacy Policy while processing any personal information collected through the marketplace and associated services.

12.3 Any misuse of buyers’ personal information by sellers is directly the responsibility of the vendors, and Swaiba is exempt from responsibility for any such misuse.

 

13. Rights to diligence and audits

13.1 We have a compliance program in place to prevent money laundering, and we reserve the right to investigate any user of the marketplace.

13.2 You agree to grant us access to your company premises and all information, paperwork, and other materials as we may request:

13.2.1. to confirm that you are abiding by and carrying out your duties under this Agreement;

13.2.2. for the aim of disclosing information in accordance with a court or other legitimate government order; or

13.2.3. as otherwise mandated by the relevant law or regulation.

 

14.The function of Swaiba as a marketplace

14.1 You recognize that:

Swaiba facilitates a marketplace for customers and independent vendors, or Swaiba when Swaiba is the goods seller; Swaiba verifies these sellers’ creditworthiness and other factors;

14.1.2. The seller of the relevant product, whether Swaiba or a third party, shall always be solely responsible for the goods they offer on the marketplace; and

14.1.3. If a problem arises after a product has been purchased from the marketplace, the buyer should seek redress from the appropriate seller of the goods by adhering to the procedure outlined in Swaiba Dispute Resolution Policy.

14.3 We do not guarantee or represent that the market will function error-free or that the market or any service on the market will remain accessible during the occurrence of events outside of Swaiba control (force majeure events), which include but are not limited to: flood, drought, earthquake or other natural disasters; hacking, viruses, malware or other malicious software attacks on the market; terrorist attacks; civil war; civil unrest or riots;

constitutional occurrences or circumstances that significantly and negatively impact the macroeconomic or political stability of the area as a whole

14.4 We reserve the right, at any time, in our sole discretion, to stop publishing our marketplace, modify any or all of the marketplace services we offer, or discontinue offering any of the marketplace services altogether. In such a case, you will not be entitled to any form of compensation or other payment. This does not affect your rights regarding any unfulfilled orders or other current Swaiba responsibilities.

14.5. We shall give buyers and sellers a minimum of fifteen (15) days’ notice before discontinuing or changing any portion of our marketplace, along with specific instructions on how to proceed with any outstanding transactions or other Swaiba obligations.

14.6 We do not promise any certain commercial outcomes from using the market.

14.6. We disclaim any representations and warranties with regard to the subject matter of these general terms and conditions, our marketplace, and the use of our marketplace, to the fullest extent permissible by applicable law and subject to section 15.1 below.

 

15. Liability restrictions and exclusions

15.1 These general terms and conditions in no way:

15.1.1. restrict any obligations in a Swaiba that isn’t allowed by the law; or

15.1.2. Exclude any obligations or legal rights that aren’t allowed to be excluded by the applicable law.

15.2 These general terms and conditions’ liability limitations and exclusions of obligation are as follows: are governed by Section 15.1, and

15.1.2. Exclude any obligations or legal rights that aren’t allowed to be excluded by the applicable law.

15.2 These general terms and conditions’ liability limitations and exclusions of obligation are as follows:

are governed by Section 15.1, and except as expressly provided otherwise in these general terms and conditions, clause 15.2.2. governs all liabilities arising under these general terms and conditions or relating to the subject matter of these general terms and conditions, including liabilities arising in contract, tort (including negligence), and for breach of statutory duty.

15.3 We will not be held responsible for any losses or damages of any kind in relation to the free services we provide to you.

15.4 We will only be liable to you for the total amount paid and payable to us under any contract for the provision of services under these general terms and conditions.

As per the agreement, we. For the purposes of this section 15, each distinct transaction on the market counts as a single contract.

15.5. Despite the provisions of section 15.4 above, we are not responsible for any loss or damage you may incur, including but not limited to:

15.5.1. any losses brought on by a website malfunction or disruption;

15.5.2. any damages brought on by a circumstance or circumstances outside of our reasonable control;

15.5.3. any business losses, such as (but not limited to) loss of or harm to profits, income, revenue, use, production, projected savings, business, contracts, commercial possibilities, or goodwill;

15.5.4. any corruption or loss of data, software, or databases; or

Any unique, indirect, or consequential loss or harm (15.5.5).

15.6. You acknowledge that we are a limited liability company and that we have an interest in limiting the personal liability of our officers and employees. You also agree that you will not bring any claims personally against our officers or employees for any losses you suffer in connection with the market or these general terms and conditions (this will not limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).

15.7. Our market contains links to other websites that are owned and run by third parties; these links are not endorsements. We have no control over the information on third-party websites, and we accept no liability for any loss or harm resulting from your use of them.

 

16. Compensation

16.1 You agree to hold us harmless from and indemnify us against the following:

16.1.1. all losses, damages, costs, liabilities, and expenses (including, but not limited to, any fees paid by us to any third party in settlement of a claim for damages and any payments paid by us to any third party in connection with a claim or dispute) incurred or sustained by us and resulting directly or indirectly from your use of our marketplace or any violation by you of any of the Swaiba codes, policies, or guidelines; and

In the event that you fail to pay, withhold, declare, or register to pay any VAT or other tax that is legally owed in any country, we may be held liable for any VAT liability or other tax liability that we may incur in connection with any sale, supply, or purchase made through our marketplace.

 

17. Violations of the aforementioned terms and conditions

17.1 Subject to these general terms and conditions, if we permit the registration of an account on our marketplace, it will be kept open eternally.

17.2 If you violate these general terms and conditions or if we have a good faith suspicion that you have violated any Swaiba rules, policies, or guidelines, we may:

17.2.1. momentarily revoke your authorization to use our marketplace;

17.2.2. deny you access to our marketplace indefinitely;

17.2.3. prevent devices with your IP address from entering our market;

17.2.4. requesting that your access to our marketplace be blocked by any or all of your internet service providers;

17.2.5. block or remove your account from our marketplace; and/or

17.2.6. file a lawsuit against you, whether it’s for a contract violation or another reason.

17.3 You are not permitted to take any action (including, but not limited to, creating and/or utilizing a different account) to get around any suspension, prohibition, or blocking of your access to our marketplace or any portion thereof.

 

18. The entire contract

These general terms and conditions, along with the Swaiba codes, policies, and guidelines (and, in the case of sellers, the seller terms and conditions), shall serve as the whole understanding between you and us about your use of our marketplace, superseding all prior understandings.

 

19. Structure

These general terms and conditions, the seller terms and conditions, and the Swaiba codes, policies, and guidelines shall take precedence in the event of a conflict in the following order: these terms and conditions, the seller terms and conditions, and the Swaiba codes, policies, and guidelines.

 

20. Variation

20.1. We reserve the right to periodically update our general terms and conditions, seller terms and conditions, and Swaiba codes, policies, and guidelines.

20.2 The updated general terms and conditions will be effective as of the day of its release.

 

21. No exception

No waiver of one breach of these general terms and conditions shall be deemed to constitute a further or continuing waiver of any other breach of that provision or any other breach of these general terms and conditions.

 

22. Severability

22.1. If any court or other competent authority finds that any provision of these general terms and conditions is invalid and/or unenforceable, the other provisions shall remain in force.

22.2. If any provision of these general terms and conditions that is unlawful and/or unenforceable would be valid and/or enforceable if part of it were removed, that part will be deemed deleted, and the remainder of the provision will remain in effect.

 

23. Assignment

You acknowledge that we are free to use our rights and/or duties under these general terms and conditions in any Swaiba, and that we are authorized to do so.

You may not assign, transfer, subcontract, or otherwise deal with any of your rights or responsibilities under these general terms and conditions without our prior written agreement.

 

24. Rights of third parties

A contract made in accordance with these general terms and conditions is made for the benefit of both us and you; no third party is intended to gain from it or be able to enforce it.

24.2. No third party’s approval is required for the exercise of the parties’ rights under a contract under these general terms and conditions.

 

25. Jurisdiction and law

The laws of the territory shall regulate these general terms and conditions and be followed in their interpretation.

25.2 The courts of the territory shall have exclusive jurisdiction over any issues relating to these general terms and conditions.

  1. Information about our business and notices

26.1. You can get in touch with us by using the information provided in Appendix 1.

26.2 You can get in touch with our sellers for after-sales questions, including any complaints, by asking Swaiba for their contact information in accordance with the Dispute Resolution Policy, which requires Swaiba to make sure the seller can be easily identified.

26.3 You agree to receive notices from us electronically. All correspondence and information regarding your use of the marketplace may be provided to you electronically, either by posting to our website or application or by email sent to the email address associated with your account. All such communications will be regarded as notices in writing that have been properly given to you and have been received by you.