Vendorl
Legal Agreement

Terms of Service

The legal terms and conditions governing the use of Vendorl’s point-of-sale and online storefront technology platform.

Terms of ServicePrivacy Policy
Last Updated: October 8, 2026 · Effective Immediately
Technology Platform Status & Regulatory Disclaimer

Vendorl is strictly a software technology platform providing point-of-sale, inventory management, and online storefront hosting. Vendorl is NOT a bank, financial institution, money transmitter, escrow agent, or payment service provider. Vendorl does not take custody of, hold, or pool merchant sales funds at any time. All customer transactions are processed and directly split-settled into your bank account by licensed Central Bank of Nigeria (CBN) payment infrastructure partners.

1. Acceptance of Terms

By accessing, browsing, registering for, or using the Vendorl platform (including our web application, mobile applications, APIs, and associated services, collectively the “Service”), you agree to be bound by these Terms of Service (“Terms”).

If you are registering on behalf of a business entity, company, or partnership, you warrant and represent that you have full legal authority to bind that entity to these Terms. If you do not agree to these Terms, you must immediately cease all use of the Service.

2. Description of Service & Platform Role

Vendorl provides cloud-based software tools enabling retail businesses and independent merchants (“Merchants”) to:

  • Manage products, categories, variants, and stock inventory.
  • Record in-person sales and issue digital receipts via Point-of-Sale (POS).
  • Publish a branded public online storefront accessible by customers (e.g., vendorl.com/your-store or custom domains).
  • Receive, review, approve, or reject customer online orders.

No Partnership or Agency: Nothing in these Terms creates a joint venture, partnership, agency, fiduciary, or employment relationship between Vendorl and any Merchant or customer.

3. Payments, Subaccounts & Direct Bank Settlement

Vendorl does not hold custody of funds. To process customer payments on online storefronts, the Service integrates with licensed Central Bank of Nigeria (CBN) Payment Solution Service Providers (including Paystack and Monnify).

Direct Subaccount Settlement: When a Merchant configures settlement details, a subaccount is provisioned under our licensed partners’ split-settlement infrastructure. When a customer completes payment for an approved order, funds are routed and settled directly into the Merchant’s verified Nigerian bank account in accordance with standard T+1 settlement schedules.

Third-Party Terms: Payment processing is governed by our payment processors’ Merchant Terms of Service and Privacy Policy. By connecting a bank account, Merchants agree to comply with all applicable payment gateway regulations.

Transaction Fees: Merchants can configure whether the standard processing fee (1.5%) is absorbed by the Merchant (deducted from their payout) or passed to the customer during checkout. Vendorl does not levy commissions on sales unless explicitly disclosed for a specific plan tier.

4. Merchant Responsibilities & Product Liability

The Merchant retains sole and exclusive responsibility for all aspects of the commercial relationship with their buyers:

  • Product Accuracy: Ensuring product listings, prices, descriptions, images, and inventory levels are accurate and truthful.
  • Order Fulfillment & Delivery: Packaging, inspecting, and dispatching orders to customers within agreed timeframes.
  • Customer Support & Returns: Handling buyer inquiries, complaints, exchange requests, and refunds.
  • Product Safety & Compliance: Ensuring all products comply with Nigerian consumer protection and regulatory standards (including NAFDAC, SON, and FCCPC regulations).
Disclaimer: Vendorl does not inspect, test, manufacture, store, ship, warrant, or guarantee any physical or digital goods sold through Merchant storefronts. Vendorl is not liable for counterfeit products, defective items, late deliveries, or damage during transit.

5. Chargebacks, Fraud & Buyer Disputes

If a buyer initiates a transaction dispute, chargeback, or fraud claim through their card issuer, bank, or payment processor (e.g., alleging unauthorized card use, non-receipt of goods, or defective merchandise):

  • The Merchant is exclusively responsible for providing proof of delivery and disputing the chargeback.
  • Any financial deductions, reversals, or chargeback penalties imposed by the payment processor shall be borne solely by the Merchant and debited from their settlement account or future payouts.
  • Merchants agree to indemnify Vendorl against any financial losses, fines, or fees arising from fraudulent transactions on their store.

6. Prohibited Goods, Services & Anti-Fraud Rules

Merchants must not use the Service to display, advertise, facilitate, or sell any of the following prohibited categories:

• Illegal Substances & Narcotics

Prescription drugs without license, illegal narcotics, drug paraphernalia.

• Weapons, Explosives & Ammunition

Firearms, sharp tactical weapons, fireworks, hazardous materials.

• Counterfeit & Infringing Items

Unauthorized replicas, pirated media, trademark-infringing goods.

• Financial & High-Risk Schemes

Ponzi schemes, multi-level marketing (MLM), unregistered lotteries, cryptocurrency investment funds.

Vendorl reserves the absolute right to suspend, freeze, or terminate any store account without prior notice if it detects fraudulent activity, money laundering, or breach of these prohibited goods policies.

7. Tax Obligations

Merchants are solely responsible for determining whether any taxes (including Value Added Tax (VAT), state consumption taxes, or Company Income Tax) apply to their sales transactions. The Merchant is responsible for calculating, collecting, reporting, and remitting all applicable taxes to the Federal Inland Revenue Service (FIRS) or relevant State Internal Revenue Service (SIRS).

8. Subscription Plans & Billing

Vendorl offers tiered subscriptions (Starter, Basic, and Premium).

  • Starter Plan: Free forever with product limits and standard POS features.
  • Paid Plans: Billed in advance on a recurring monthly or annual basis via secure recurring subscription billing. Subscriptions can be canceled at any time from your dashboard.
  • No Refunds: Subscription fees are non-refundable except where mandated by applicable consumer protection laws.

9. Limitation of Liability & Indemnification

To the maximum extent permitted by Nigerian law:

“As-Is” Warranty Disclaimer: THE SERVICE IS PROVIDED ON AN “AS-IS” AND “AS-AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING UNINTERRUPTED AVAILABILITY, ACCURACY, OR FITNESS FOR A PARTICULAR PURPOSE.

Liability Cap: UNDER NO CIRCUMSTANCES SHALL VENDORL, ITS DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, LOSS OF PROFITS, DATA LOSS, OR BUSINESS INTERRUPTION. VENDORL’S TOTAL AGGREGATE LIABILITY ARISING FROM THESE TERMS SHALL NOT EXCEED THE TOTAL AMOUNT PAID BY YOU TO VENDORL IN THE THREE (3) MONTHS IMMEDIATELY PRECEDING THE CLAIM.

Indemnification: You agree to defend, indemnify, and hold harmless Vendorl, its officers, employees, and affiliates from and against any third-party claims, liabilities, damages, losses, or legal costs arising out of: (a) your use of the Service; (b) products sold through your store; (c) your breach of these Terms; or (d) your violation of any consumer rights or applicable laws.

10. Governing Law & Dispute Resolution

These Terms shall be governed by, construed, and enforced in accordance with the laws of the Federal Republic of Nigeria. Any disputes arising out of or in connection with these Terms shall first be submitted to informal negotiations in good faith for a period of thirty (30) days. If unresolved, the dispute shall be resolved through arbitration in Lagos, Nigeria, in accordance with the Arbitration and Mediation Act 2023.