Seller Terms and Conditions

SELLER’S TERMS AND CONDITIONS OF USE

The Terms and Conditions set forth below govern the online business relationship between LGC Limited, with website or online domain name: https://lgc.ng (“LGC”, “We” or “Our”) and Merchants of Agricultural Produce (“Seller”, “You” or “Your”). By registering your user account, you accept these terms and conditions in its entirety. If you disagree with these Terms and Conditions or any part thereof, you must discontinue the registration of your user account and you must not use this website for the purpose of selling or supplying any goods or products.

1.0 SERVICES TO BE RENDERED

1.1

It is hereby agreed between LGC and the Seller that in consideration of these Terms and Conditions set forth herein, the Seller shall be licensed to use LGC’s website described as https://lgc.ng hereinafter referred to as the “website”) through which the Seller can offer its Agricultural Produce (Product) to potential buyers for sale.

1.2

You understand, acknowledge and agree that LGC only provides an online-connecting platform that facilitates the search, communication, payment and delivery of Product(s) to the Buyer. Where a Buyer identifies a Seller of interest and decides to engage his services, both parties shall be deemed to enter into and be bound by a separate contractual relationship which shall, without limitation and for all purposes, solely be between the Buyer and the Seller, and LGC shall neither be a party to such contract nor shall it bear any responsibility or liability arising from or in relation to such contract. Each service provided by the Seller to the Buyer constitutes an independent and separate contractual relationship between the Seller and the Buyer, to the exclusion of LGC.

1.3

You acknowledge and accept that your use of LGC’s website does not create any employment, agency, joint venture, partnership or affiliate relationship between yourself and LGC. LGC is not, and shall not also be construed to be, an agent, a seller, co-seller, buyer or co-buyer.

2.0 OBLIGATIONS OF LGC

The obligations of LGC under this Agreement comprise of the underlisted:

a.

We shall provide our website or online domain through which the Seller may offer its products for sale, and we hereby grant you a licence for the use of our website in this regard.

b.

We shall use reasonable efforts through scrutinized checks to verify the veracity of information provided by the Seller concerning its background, identification, records, qualification(s), licenses and expertise.

c.

We shall screen and approve content such as: description of services to be rendered, images, disclaimers, price of the service(s) and other relevant details of the service(s) which has been provided by the Seller to be displayed or published on LGC’s website thereby ensuring that such content is not offensive in nature or in violation of any laws and or regulations.

d.

We shall host and maintain the website and shall provide the necessary technical and procedural assistance as may be reasonably required by the Seller from time to time. Provided that this duty shall be subject to unforeseen and uncontainable technical program malfunctions, scheduled and emergency maintenance checks which is beyond the immediate control of LGC.

e.

We shall use our best efforts to display on the website the ratings and reviews provided by Buyers in respect of services rendered by any given Seller.

f.

We shall use our best efforts to respond to any queries, requests, and concerns of the Seller provided that these queries, requests, and concerns are reasonable and fall within applicable laws and the terms and conditions of this Agreement.

g.

Notwithstanding anything contained in this agreement, LGC reserves the right to take down or suspend the display, hosting or publishing of the Seller’s content which may include but not limited to the description of Service, images, disclaimers, price of product(s) and other relevant details) earlier displayed, hosted or published on LGC’s online platform without paying compensation to you. The licence granted to the Seller by LGC is revocable, and LGC reserves the right to revoke the licence hereby granted to the Seller for the use of or access to LGC’s website, at any time, without any liability.

3.0 OBLIGATIONS OF SELLER

The Seller hereby agrees that:

a.

The Seller will be required to create a user account on LGC’s website, through which the Seller shall conduct all transactions.

b.

In the event that the Seller subsequently changes any information which it had provided to LGC at the Seller’s registration, the Seller shall formally notify LGC immediately upon effecting such change.

c.

The Seller shall bear the responsibility of listing its product(s), accepting online bookings, and determining the service fees payable for services rendered. The Seller’s User Account shall be solely used to:

  • offer its proposed Product(s),
  • be connected to Buyers and visitors to the Website and
  • receive ratings and payments from Buyers for services completed.

d.

You shall not be permitted to conduct any transactions without the knowledge and approval of LGC. You are hereby unauthorized to use your user account in any manner outside, or for any reason inconsistent with, the Services permitted by these Terms and Conditions, applicable legislations, laws, regulations, guidelines and best practices effective in Nigeria.

e.

You shall provide and display through your registered user account an accurate description of the Product(s) to be rendered which shall include: images, disclaimers, price of the service and other relevant details. You shall not provide, advertise or display any product or any description, image, text, graphic or information which is unlawful, illegal, against any applicable law or public policy; or which directly or indirectly infringes any intellectual property rights (including but not limited to Copyright and Trademark) of any third party.

f.

You shall ensure the optimal security and strict protection of your log-in information and of the computer and mobile devices as well as the communication or internet network you use to access our website. Upon discerning any suspicious activity, you must immediately contact [email protected]. Should any other person access your account through your username and secret password, we shall have every reasonable right to assume that you have granted, at your discretion, access to the third-party.

g.

We shall not be liable for any breach, misuse or unauthorized access of your log-in information or account, and you agree to hold us harmless and fully indemnify us in that regard as well as for any breach, costs, actions, loss or damages arising thereof.

h.

You shall be wholly responsible for ensuring the quality, quantity, marketability, safety, fitness for purpose and guarantee of your Products offered on LGC’s website.

i.

The Seller shall ensure it maintains adequate stock levels. The Seller shall ensure that its stock levels shall at all times tally with the amount of products being listed or displayed on the website and that the stock levels shall be sufficient to satisfy Buyers’ orders.

j.

You agree to provide LGC with two references of character and expertise respectively, alongside any personal information requested by LGC, and you hereby provide your consent for both references to be contacted by LGC to confirm the truthfulness of information provided by you.

k.

You agree to conduct yourself in a respectable manner in all physical and virtual communications with the Buyer and LGC at all times. You further agree to place the interests of the Buyer foremost in all engagements and shall not be physically or verbally abusive towards the Buyer; shall not stalk, harass, threaten or intimidate the Buyer and shall address any disputes that may arise respectfully and amicably. In the event you breach this clause, LGC shall reserve the right to terminate or suspend the contract forthwith without incurring any liability for such termination or suspension.

i.

You reserve the right to request the termination of your User Account, subject to our clearance; your full payment and discharge of any indebtedness to us; and confirmation of your non-indebtedness to us. Requests for account termination may be submitted to our Customer Support Service and may take five to eight business days to successfully terminate your account. The deletion or retainment of your personal information with us shall be subject to our Privacy Policy.

m.

The Seller shall ensure that it packages the products sought to be delivered in an efficient and durable manner. The Seller shall indemnify and hold LGC Limited harmless against any damage that may arise as a result of the Seller’s failure to properly package the goods or products in an efficient or durable manner.  

4.0 PAYMENT TERMS

4.1

Upon the purchase of the Product and subsequent payment by the Buyer, LGC Limited shall within 72 hours remit the cost of the product to Seller less 8% service charge to the nominated Account of the Seller. In the case of weekends, or public holidays, payment will be made on the next working day.

4.2

The cost of the Product shall be inclusive of Value Added Tax (VAT) payable by the Buyer. The Seller, on the other hand, shall be liable to pay VAT on the commission being charged by LGC in respect of the services being rendered to the Seller.

4.3

You shall not, under any circumstances, receive cash payments from the Buyer or make use of any alternative payment platforms not outlined in the payment section of the website.

5.0 DELIVERIES

5.1

The Seller shall ensure that delivery of products purchased is made and completed within 48 hours for the delivery to Buyers within Lagos State, and within 5-7 days for the delivery of products outside Lagos State. The Seller shall strictly conform to the prescribed period for delivery, and the Seller shall fully indemnify and hold LGC harmless and free from all liabilities for the Seller’s failure to comply with this delivery obligation as well as for the delivery of defective goods.

5.2

The Seller shall ensure that it possesses the requisite facilities, including, but without limitation to, the appropriate email and information technology as well as telecommunication systems to enable it efficiently and promptly respond to, and keep track of, all orders placed on the website. The Buyer shall ensure that it promptly responds to the Buyers request within the stipulated timeline in Clause 5.1.

6.0 RETURNS AND REFUNDS

Returns and refunds shall be in accordance with our Return and Refund policy, available on our Website and accessible at Return and Refund Policy, which the Seller hereby confirms it has read and accepted.

7.0 TAXES

You shall be responsible for ensuring the remittance of all applicable taxes and other charges to the appropriate authorities. At the request of LGC, you shall immediately and in any event no later than 48 hours, provide LGC with copies of relevant receipts and tax returns.

8.0 NON-CIRCUMVENTION

You accept to be bound by this non-circumvention condition of LGC. Accordingly, you agree that all current and future transactions with any Buyer or Seller whose patronage has been gained through our website or mobile application shall be booked and conducted exclusively through the website or mobile application. You agree to inform LGC promptly should you be contacted by a previous or current Buyer or seller offering patronage of your services and offering payments outside the knowledge, authorization and platform of LGC. You recognize that any breach of this clause entitles LGC to commission on any sale effected by you.

9.0 REPRESENTATIONS AND WARRANTIES

9.1

The Seller hereby represents and warrants as follows:

  • It has and shall continue to have the capacity and resources to fulfil its obligations arising from these Terms and Conditions or that it has and shall continue to have access or can readily procure such capacity and resources.
  • All the information provided by it in relation to the matters contemplated by these Terms and Conditions are true and correct to the best of its knowledge in all material respects and contains no material omission and shall remain true and correct at all material times.
  • The consents, licenses, approvals, authorizations or exemptions of any governmental or other regulatory authority, bureau or agency, if any, required by it for the performance of its obligations hereunder have been obtained and are in full force and effect and the conditions contained therein or otherwise applicable thereto have been or will at the appropriate time be complied with or fulfilled.
  • It will comply with all applicable laws in performing its obligations under this Agreement.
  • All agreements, disclosures, notices and any other type of communication that shall be provided electronically shall satisfy any legal requirement that such communication be in writing.
  • Its execution and performance of this Agreement will not amount to a breach of any other agreement, arrangement or understanding to which it is a party;
  • The Products provided to the Buyer(s) identified through the website or of LGC shall match the description and quality specified in the order of the Buyer;
  • The Products being offered by the Seller as displayed on the website or mobile application of LGC shall be available at all times during the subsistence of this agreement, and where unavailable or likely to be unavailable, the Seller must immediately withdraw his offer of such Products from the website or mobile application for the relevant time period.
  • It owns and retains the Intellectual Property rights to all its content, logos, graphics, text, images, video images, icons, design features, scripts, audio files being displayed or uploaded on LGC’s website.

9.2 

It remains understood and agreed that this website is provided “as is” without any representations or warranties, express or implied. LGC makes no representations or warranties in relation to its website or the information and materials provided on this website. LGC Limited does not warrant that this website will be constantly available, or available at all.

10. ACCEPTABLE USE

10.1

You must use this website and our services solely for lawful, legitimate, honest and moral purposes only, and in accordance with the products and services contemplated by these Terms and Conditions.

10.2

This website must not be used for any unlawful, illegal, illicit, fraudulent, harmful or prohibited purpose or activity.

10.3

You are not permitted to use this Website for any purpose or activity that creates, threatens or exposes LGC to court actions, unfavourable court judgments or decisions, protests, regulatory fines and inquests, penalties, damages or liability or reputational damage.

10.4

This website must not be used for advertising, collating data or carrying out of any unsolicited commercial marketing or communication, without our prior written consent.

10.5

You shall not transmit any viruses, worms or codes in any format to or through this Website, hinder the features and functionalities of this Website, its inherent software programs or access our internal servers.

10.6

LGC has the right (without any form of liability to you) to suspend, deny, prohibit or disrupt your access to, or use of, the website or any service or feature thereof, where we suspect that such use or access violates or has violated or threatens to violate any applicable law; or these Terms and Conditions; or creates an actual or threatened risk to LGC or any third party.

11.0 SITE MAINTENANCE

LGC has the right to withdraw, modify or make changes to the website without notice and without any liability. We will endeavor to carry out regular maintenance on the site and site upgrades to ensure its optimal protection and proper functioning.

12.0. INDEMNITY AND LIABILITY

12.1

None of LGC, its subsidiaries, affiliates, associates, officers, employees, directors, agents, contributors, licensors or other related party shall be liable for any loss, costs, expenses, actions, actual or estimated loss of profit direct or indirect damages of any kind arising out of or in any way connected with the use of the website, content or services offered therein.

12.2

You agree to fully indemnify, defend, deem and hold LGC, LGC’s associates, agents, subsidiaries, affiliates, officers, employees, directors, contributors, licensors and other related party faultless, harmless, without liability; and free from any claims, liabilities, demands, expenses, costs, losses, legal fees and damages that may arise as a result of, or in connection with your breach of these Terms and Conditions or any part hereof.

12.3

In the event of any willful or negligent default in relation to any of the Provisions herein set forth, you accept to be held fully liable for any damages, losses, costs, expenses, fines, actions, sanctions and indemnities that may accrue immediately or at a future date against LGC, our partners, agents and/or affiliates. We equally reserve the express right, at our sole discretion, to refuse, revoke or suspend your access to the use of our website or any of our Services at any time without paying compensation to you.

12.4

You represent and warrant that we shall not be held responsible or made liable for any damages or injury which may arise as a result of any error, omission, interruption, deletion, delay in operation or transmission, computer virus, communication failure and defect in the information, content, materials, software or other services included on or otherwise made available through our Website.

12.5

In the event of infringement of Intellectual Property Rights, the Seller shall fully indemnify, defend and hold harmless LGC from and against all losses, expenses, liabilities, claims, damages and costs LGC may incur or suffer, including legal fees or loss of profit, revenues and royalties arising out of or in relation to any such infringement.

13.0 CONFIDENTIALITY

13.1

“Confidential Information” means any and all information in whatever form whether disclosed orally or in writing or whether eye readable, machine readable or in any other form including, without limitation, information relating to Parties’ customers/clients, business contacts, systems, software, trade or business secrets, business plans, know-how, data, ideas, methods and practices; personnel, customers and suppliers; prices, profitability or other business, commercial or financial affairs, the form, materials and design of any relevant equipment or any part thereof, the methods of operation and the various applications thereof; inventions, processes, formulae, plans, strategies, data, know-how, designs, photographs, drawings, specifications, technical literature and any other proprietary information and materials, belonging to one Party (“the Disclosing Party”), its technical partners or other consultants, made available to the other Party (the “Receiving Party”) or gained by the visit of Receiving Party to any of the Disclosing Party’s establishments whether before or after the date of this Agreement , which is either marked or stated to be confidential, or is by its nature and/or its name reasonably intended to be confidential.

13.2

Throughout the duration of this Terms and conditions, and for a period of five (5) years after the termination of this Agreement, the Receiving Party shall hold in strict confidence all Confidential Information disclosed to it by the Disclosing Party, whether the Confidential Information is conveyed verbally, in writing or in any other medium or form and shall not, without the prior written consent of the Disclosing Party, disclose the Confidential Information to any third party except as otherwise provided in this Agreement.

13.3

In protecting the Confidential Information, the Receiving Party shall apply no less security measures and degree of care than those which the Receiving Party applies to its own confidential or proprietary information, but in no case less than reasonable care which a prudent person shall apply under similar circumstances.

13.4

The Receiving Party will not have any confidentiality obligations under this Agreement with respect to information which, through no wrongful act:

  • is already in the Receiving Party’s possession prior to disclosure by the Disclosing Party and is not subject to any restrictions on use or disclosure and the Receiving Party can demonstrate this from its written records;
  • becomes publicly known without a breach of this terms and conditions; or
  • is required to be disclosed by law or by any other competent regulatory authority. Provided that the Receiving Party shall immediately notify the Disclosing Party of any request by a competent regulatory authority that the Confidential Information be disclosed and shall exercise all reasonable endeavours to co-operate with the Disclosing Party in its effort to protect its interest in relation to the disclosure of the Confidential Information.
  • Parties understand and agree that the obligations of LGC as provided herein shall be without prejudice to the rights of LGC to comply with its Privacy Policy, available on our website and accessible at Privacy Policy, which the Seller hereby confirms it has read and accepted.

14.0 INTELLECTUAL PROPERTY

14.1

You shall grant LGC the non-exclusive, transferrable, irrevocable and perpetual rights to upload, publish, broadcast or distribute to a third-party and/or edit as it deems fit any content uploaded, published, broadcasted or distributed on LGC’s Website or mobile application,

14.2

By virtue of your use of LGC’s Website, LGC hereby grants you an entirely revocable, limited, non-transferable and non-exclusive license to use its Website so long as you use same within the ambit of this Terms and Conditions.

14.3

You acknowledge and warrant that the use of your logos, graphics, text, images, video images, icons, design features, scripts, audio files in addition to services offered shall not infringe on a third party’s intellectual rights.

14.4

It is agreed that LGC’s permission, consent or licence to the use of its website, systems, facilities, software, Confidential Information, patent, trademark, trade-secret, copyright or any other proprietary rights shall not be deemed an assignment or ceding of such rights to the Seller.

15.0 TERMINATION

15.1 

The non defaulting party reserves the right to terminate this agreement where the defaulting party commits a breach of any of the provisions contained in the Terms and Conditions.

15.2

We reserve the right, without notice to you to terminate the above-listed provisions and may revoke the rights and licences that have been granted in your use of our website or our mobile application should you be found to be in breach of any of the provisions of this Terms and Conditions.

15.3

In the event that any such termination occurs, you are not authorized to, and must immediately halt all access to, and your use of, our website or our mobile application. Your User Account, accompanying password and any other information provided to you by virtue of your registration on this website or our mobile application shall immediately be withdrawn and revoked.

15.4

Our right to terminate this agreement shall not affect or inhibit the performance of existing obligations of either or both parties, arising before the date of termination. Such obligations shall be expected to be performed as they would have been, had the termination not arisen.

16.0 ACCOUNT CLOSURE UPON TERMINATION

In the event that these Terms and Conditions is terminated following the occurrence of any of the above provisions, such termination shall lead to the immediate closure of the Seller’s User Account. All materials, facts, figures, representations, files, ratings, messages and other information which you created or used while your account subsisted may be deleted or retained at our sole discretion, except as otherwise required by law.

17.0 FORCE MAJEURE

We shall not be liable to you for any breach of these terms and conditions of use or any failure to provide or delay in providing our services through our site resulting from any event or circumstance beyond our reasonable control including, without limitation to strikes, lock outs or other industrial disputes, breakdown of systems or network access, fire explosion or accident, outbreak of a pandemic or an epidemic.

18.0 ENTIRE AGREEMENT

These Terms and Conditions and the policies referred to in it together constitute the whole agreement between the Parties and, except as expressly provided to the contrary herein, supersedes all previous negotiations, agreements and understandings, written or oral, between the Parties relating to the subject matter of these Terms and Conditions.

19.0 SEVERABILITY OF PROVISIONS

19.1

If any provision of this terms and conditions shall be found to be invalid or unenforceable, such invalidity or unenforceability shall not affect the other provisions of these Terms and Conditions, all of which shall remain in full force and effect.

19.2

The Parties agree to replace any invalid provisions with other provisions valid in form and substance and which shall accomplish as nearly as possible, the purpose and intent of the invalid provisions.

20.0 MODIFICATIONS AND REVISIONS

LGC may revise, modify or otherwise amend these terms and conditions from time-to-time without notice. Any modification or other change to these terms and conditions will apply to the use of this website from the date of the posting of such modified terms and conditions on this website. You should ensure that you check this page regularly to ensure you are familiar with the current version.

21.0 ASSIGNMENT

LGC may transfer, sub-contract or otherwise deal with its rights and/or obligations under these terms and conditions without notifying you or obtaining your consent. You may not transfer, sub-contract or otherwise deal with your rights and/or obligations under these terms and conditions.

22.0 NO WAIVER OF RIGHTS

The failure of, or delay by, any Party in exercising any right, benefit, power or remedy in respect of any provision of these Terms and Conditions shall not operate as a waiver of such right, benefit, power or remedy, nor preclude such a Party from exercising the right, benefit, power or remedy.

23.0 DISPUTE RESOLUTION

23.1

Any dispute arising out of or in connection with these Terms and Conditions or the breach, termination or invalidity thereof (a “Dispute”) shall, to the extent possible be settled amicably by negotiation and discussion between the Parties.

23.2

Where Parties are unable to resolve the Dispute in the foregoing manner, either party shall be at liberty to institute legal proceedings in a Court of competent jurisdiction thereof.

23.3

Notwithstanding the preceding provisions, LGC Limited reserves the right to immediately proceed to Court where the need to obtain an injunctive relief is imperative.

24.0 GOVERNING LAW

This Agreement shall be governed by and construed in all respects in accordance with the Laws of Federal Republic of Nigeria. All Disputes in relation to this agreement shall be resolved by Nigerian Courts.

*Thank you for taking the time to read our Terms and Conditions.

Last Updated November 2021

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