Terms of Service

1. Service and roles

Orderly provides subscription software for product listings, order records, communications, Paystack payment initiation, transaction verification and vendor settlement support. Sellers, not Orderly, are the merchants responsible for their products, descriptions, fulfilment, warranties, customer service and legal compliance. Paystack provides regulated payment processing and settlement under its own terms.

2. Eligibility and accounts

• You must be at least 18 and legally able to contract.
• Account, business, bank and contact information must be accurate and current.
• You must secure credentials, promptly report compromise and accept responsibility for authorised account activity.
• We may require identity, business, bank or risk verification before enabling payments or settlements.

3. Seller obligations

• Offer only lawful, accurately described products or services you are authorised to sell.
• Display complete prices, material terms, availability, delivery timing, return conditions and applicable charges.
• Fulfil paid orders professionally and respond to customers, refunds and disputes promptly.
• Protect customer data and use it only for the order, support and lawful recordkeeping.
• Keep tax, inventory, fulfilment and accounting records required by law.

4. Orders and contracts

An order creates a contract between the customer and seller when accepted under the seller’s disclosed terms. Orderly records the transaction but does not manufacture, own, inspect or guarantee seller goods or services. A quote request is not an accepted order until the seller supplies a price and the customer proceeds.

5. Payments, fees and settlement

Payments are processed on Paystack-hosted checkout. Orderly verifies provider status before marking an order paid. Orderly charges no percentage commission on seller transactions. Sellers choose whether Paystack processing fees are deducted from their product proceeds or shown to and paid by the buyer as a separate checkout amount. This choice and the applicable provider-fee rule are stored with each payment. Settlement timing is controlled by Paystack, banks, risk reviews, refunds, chargebacks and law.

• A bank debit is not confirmation unless Paystack reports success.
• Pending, reversed, refunded, disputed or charged-back funds are not final earnings.
• Orderly may correct duplicate or erroneous records without changing the provider’s authoritative transaction.
• Provider fees and buyer-paid fee recovery are not Orderly transaction revenue.

6. Subscriptions and usage

Paid Orderly plans renew monthly or annually through Paystack until cancelled. Plan prices, capacity and included features are shown before purchase. Failed renewals receive a seven-day grace period. Downgrades and cancellations normally take effect at the end of the paid period and do not delete existing records.

• Usage notices are issued at 80% and 95% where practicable.
• A temporary burst allowance extends monthly billable-order capacity to 110%.
• After the burst ceiling, only new orders are paused; existing orders, records, refunds, disputes, settlements and exports remain available.
• A billable order is counted once, on its first successful payment or formal acceptance of a custom quote.

7. Refunds, cancellations and disputes

The Refund Policy is incorporated into these Terms. Sellers remain primarily responsible for customer remedies. Orderly may facilitate provider refunds, preserve evidence, restrict settlement and cooperate with Paystack, banks, law enforcement or regulators.

8. Acceptable use

The Prohibited Businesses Policy is incorporated into these Terms. You may not misuse the service, evade controls, interfere with security, scrape private data, impersonate another person, launder money, commit fraud or use Orderly to facilitate harm.

9. Intellectual property

Orderly and its software, branding and original content are protected by applicable intellectual-property law. Sellers retain ownership of their content and grant Orderly a worldwide, non-exclusive, royalty-free licence to host, reproduce and display it as necessary to provide, secure and promote the service. Sellers warrant that their content does not infringe third-party rights.

10. Suspension and termination

We may limit, suspend or close access for security, fraud, legal, provider, subscription-payment, prohibited-use or material contractual reasons. Users may close accounts, but transaction, settlement, dispute, fraud and audit records may be retained as described in the Privacy and Data Retention Policies.

11. Disclaimers and liability

The service is provided on an “as available” basis to the extent permitted by law. We do not guarantee seller performance, uninterrupted availability or that every external provider delay will be prevented. Nothing excludes liability that cannot lawfully be excluded. To the maximum extent permitted by law, Orderly is not liable for indirect, consequential or special losses, and aggregate liability relating to the service is limited to subscription fees paid to Orderly by the claimant in the three months before the event giving rise to the claim.

12. Governing law and changes

These Terms are governed by the laws of the Federal Republic of Nigeria. Parties should first attempt good-faith resolution through the contact below; courts with competent jurisdiction in Nigeria retain jurisdiction. We may update these Terms prospectively and will provide reasonable notice of material changes through the service or account email. Continued use after the effective date constitutes acceptance.