Terms of Service – fluthub.com

FLUTHUB MARKETPLACE — MERCHANT-CUSTOMER TERMS OF AGREEMENT

Effective Date: April 30, 2026 Platform: Fluthub (www.fluthub.com) Operator: Flut Integrated Technologies Limited, a company duly incorporated under the laws of the Federal Republic of Nigeria

1. INTRODUCTION AND ACCEPTANCE

1.1 These Merchant-Customer Terms of Agreement (“Agreement”) govern the contractual relationship between registered merchants (“Merchant”) and end-users who purchase goods or services on the Fluthub platform (“Customer”), collectively referred to as “Parties.”

1.2 By creating an account, listing products or services, or completing a purchase on Fluthub, both the Merchant and the Customer agree to be bound by this Agreement, as well as Fluthub’s general Terms of Service, Privacy Policy, and any applicable policies in force at the time of a transaction.

1.3 Fluthub acts solely as an intermediary marketplace platform and is not a party to the direct sales contract formed between a Merchant and a Customer. However, Fluthub reserves the right to intervene in disputes and enforce this Agreement.

2. DEFINITIONS

For the purposes of this Agreement:

“Fluthub” means the online marketplace platform located at www.fluthub.com, operated by [Registered Company Name].
“Merchant” means any individual, business, or entity registered on Fluthub to list and sell physical goods, digital products, or services.
“Customer” means any individual or entity that registers on Fluthub to browse, order, and purchase from Merchants.
“Listing” means any product, digital item, or service advertised by a Merchant on the platform.
“Order” means a confirmed purchase transaction initiated by a Customer for a Merchant’s Listing.
“Transaction” means the full lifecycle of a purchase, from order placement to payment settlement and delivery or fulfilment.
“Payment Provider” means any licensed payment service provider or payment gateway integrated with Fluthub to facilitate and process payments.
“Dispute” means any claim, complaint, chargeback, or disagreement arising between a Merchant and Customer in connection with a Transaction.
“Business Day” means any day except Saturdays, Sundays, and Nigerian public holidays.

3. MERCHANT REGISTRATION AND ELIGIBILITY

3.1 To sell on Fluthub, a Merchant must:

Be at least 18 years of age or a duly registered business entity in Nigeria or any other recognized jurisdiction;
Provide accurate, current, and complete registration information, including valid government-issued identification and/or business registration documents (CAC certificate where applicable);
Comply with all applicable Nigerian federal and state laws, including but not limited to the Federal Competition and Consumer Protection Act (FCCPA) 2018, the Nigerian Data Protection Act 2023, and regulations issued by the Central Bank of Nigeria (CBN);
Maintain an active and verified bank account or mobile money wallet acceptable to Fluthub’s designated Payment Provider.

3.2 Fluthub reserves the right to approve, suspend, or reject any Merchant application at its sole discretion, without obligation to provide reasons.

4. MERCHANT OBLIGATIONS

4.1 Accurate Listings. Merchants must ensure that all product descriptions, images, prices, specifications, availability, and delivery timelines are accurate, truthful, and not misleading at the time of listing and at all times thereafter.

4.2 Prohibited Items. Merchants are strictly prohibited from listing or selling:

Counterfeit, stolen, or unlicensed goods;
Weapons, ammunition, or any items prohibited under Nigerian law;
Narcotic drugs or controlled substances;
Pornographic or obscene materials;
Any item that infringes third-party intellectual property rights;
Any other item or service designated as prohibited under Fluthub’s Prohibited Items Policy (as updated from time to time).

4.3 Pricing Integrity. Merchants must maintain fair and consistent pricing and shall not engage in price gouging, false discounting, or deceptive pricing practices.

4.4 Fulfilment Responsibility. Upon confirmation of an Order, the Merchant is solely responsible for fulfilling that Order within the timeframe advertised. For physical goods, this includes proper packaging, shipping, and delivery. For digital products, timely access or delivery of the product. For services, performance as described in the Listing.

4.5 Customer Communication. Merchants must respond to Customer enquiries and complaints within two (2) Business Days and in a professional, courteous manner.

4.6 Taxes and Compliance. Merchants are solely responsible for the payment of all applicable taxes on their sales, including VAT as required under Nigerian law. Fluthub’s collection or remittance of any tax on a Merchant’s behalf (where applicable) does not relieve the Merchant of its independent tax obligations.

4.7 Intellectual Property. Merchants warrant that they own or hold valid licences to all content, images, trademarks, and materials included in their Listings, and that such materials do not infringe the rights of any third party.

5. CUSTOMER OBLIGATIONS

5.1 Accurate Information. Customers must provide accurate personal and payment information when creating an account and placing Orders.

5.2 Lawful Use. Customers must use the platform solely for lawful purposes and must not engage in fraudulent transactions, chargebacks without genuine cause, or any conduct intended to deceive Merchants.

5.3 Review and Acceptance. Before completing a purchase, the Customer is responsible for reading the full product description, terms of sale, delivery conditions, and refund policy stated in the Listing.

5.4 Payment Obligations. By placing an Order, the Customer authorises Fluthub’s Payment Provider to debit the specified payment method for the Order amount, including any applicable delivery fees, service charges, or taxes.

5.5 Feedback and Reviews. Customers may leave honest, fair reviews of Merchants and products. Customers must not post false, defamatory, or malicious reviews. Abuse of the review system may result in account suspension.

6. TRANSACTIONS AND PAYMENT

6.1 Payment Processing. All payments on Fluthub are processed through a licensed third-party Payment Provider. By transacting on the platform, both Merchants and Customers agree to be bound by the Payment Provider’s applicable terms and conditions.

6.2 Settlement to Merchants. Upon successful delivery or confirmed fulfilment of an Order, funds will be released to the Merchant’s designated account in accordance with Fluthub’s settlement schedule, less any applicable platform commission fees and transaction charges.

6.3 Escrow / Hold. Fluthub may, in its discretion, hold funds in escrow until delivery is confirmed or any applicable dispute period has elapsed, in order to protect both Parties.

6.4 Failed Transactions. If a payment fails after an Order is placed, the Order will be automatically cancelled. The Merchant bears no obligation to fulfil an Order for which payment has not been successfully received.

6.5 Currency. Unless otherwise stated, all transactions are denominated in Nigerian Naira (NGN). Where cross-border transactions are supported, applicable exchange rates and foreign currency charges shall be disclosed at checkout.

6.6 Platform Fees. Fluthub charges Merchants a commission or service fee per transaction, as disclosed in the Merchant Fee Schedule (available in the Merchant Dashboard). Fees are subject to change with reasonable prior notice.

7. DELIVERY AND FULFILMENT

7.1 Physical Goods. Merchants must ship physical goods within the processing time stated on their Listing. Risk of loss or damage to goods passes to the Customer upon delivery to the Customer’s stated address.

7.2 Digital Products. Access to digital products must be granted to the Customer promptly upon payment confirmation, and not later than twenty-four (24) hours thereafter, unless otherwise disclosed in the Listing.

7.3 Services. Service fulfilment timelines, scope, and deliverables must be clearly defined in the Listing. Any variation requires mutual written agreement between the Merchant and Customer prior to commencement.

7.4 Non-Delivery. If a Merchant fails to fulfil an Order within the stated timeline, the Customer is entitled to raise a Dispute in accordance with Section 10 of this Agreement.

8. RETURNS, REFUNDS, AND CANCELLATIONS

8.1 Merchant Refund Policy. Each Merchant is required to clearly publish their return and refund policy on their Listing page. This policy must comply with the minimum standards set by Fluthub and applicable consumer protection law under the FCCPA 2018.

8.2 Minimum Refund Standards. Regardless of a Merchant’s individual policy, Customers are entitled to a full refund in the following circumstances:

The item received is materially different from what was described in the Listing;
The item is defective, damaged, or non-functional upon receipt;
The Order was never delivered within twice the stated delivery timeframe;
The digital product is inaccessible or non-functional as described.

8.3 Order Cancellation. A Customer may cancel an Order without penalty before the Merchant has processed or shipped it. Once an Order has been shipped or a service has commenced, cancellation may be subject to the Merchant’s stated cancellation terms.

8.4 Refund Processing. Approved refunds will be processed through the original payment method or as Fluthub store credit, at the Customer’s election. Refunds will be processed within seven (7) to fourteen (14) Business Days, subject to the Payment Provider’s processing timelines.

8.5 Non-Refundable Items. Certain categories of goods or services may be non-refundable by their nature (e.g., perishable goods, personalised items, fully rendered services). Merchants must clearly indicate non-refundable items in their Listing.

9. WARRANTIES AND REPRESENTATIONS

9.1 Merchant Warranties. Each Merchant warrants that:

All goods and products sold are genuine, of satisfactory quality, and fit for their stated purpose;
They have the legal right to sell the listed goods or offer the listed services;
All representations made in Listings are accurate and not misleading.

9.2 Customer Warranties. Each Customer warrants that:

They are legally authorised to use the payment method provided;
They are purchasing items for lawful purposes;
All information provided during registration and checkout is accurate.

9.3 Disclaimer. Fluthub makes no warranty regarding the quality, safety, legality, or accuracy of any Listing, and expressly disclaims all liability for the acts or omissions of Merchants or Customers.

10. DISPUTE RESOLUTION

10.1 Internal Resolution. In the event of a Dispute, the Parties are encouraged to resolve the matter amicably through direct communication in the first instance.

10.2 Fluthub Mediation. If a Dispute is not resolved within five (5) Business Days of first contact between the Parties, either Party may escalate the matter to Fluthub by submitting a formal Dispute Report through the platform’s Resolution Centre.

10.3 Fluthub’s Role. Fluthub will review submitted evidence from both Parties and issue a non-binding recommendation within ten (10) Business Days. Fluthub reserves the right to take remedial action including issuing refunds, suspending accounts, or withholding settlement funds, in its reasonable discretion.

10.4 Arbitration. If the Dispute remains unresolved following Fluthub’s mediation, either Party may submit the matter to binding arbitration in Nigeria under the Arbitration and Mediation Act 2023, with the seat of arbitration in Lagos, Nigeria.

10.5 Litigation. Nothing in this Agreement prevents either Party from seeking urgent injunctive or equitable relief from a court of competent jurisdiction in Nigeria.

11. CHARGEBACKS AND FRAUD

11.1 Chargeback Liability. A chargeback initiated by a Customer through their bank or card issuer without first raising a Dispute on Fluthub may result in suspension of the Customer’s account pending investigation.

11.2 Fraudulent Chargebacks. If Fluthub or its Payment Provider determines that a chargeback was initiated fraudulently or in bad faith, the Customer shall be liable for the full chargeback amount, associated fees, and any costs incurred by the Merchant as a result.

11.3 Merchant Chargeback Obligations. Merchants are required to maintain adequate records of Orders, shipping confirmations, and communications with Customers to support chargeback defences when required by the Payment Provider.

12. LIMITATION OF LIABILITY

12.1 To the fullest extent permitted by applicable Nigerian law:

Fluthub’s total liability to any Merchant or Customer in connection with this Agreement shall not exceed the value of the specific Transaction giving rise to the claim;
Neither Fluthub nor any Merchant shall be liable for indirect, incidental, special, or consequential damages arising out of or related to any Transaction or use of the platform;
Fluthub shall not be liable for losses caused by events outside its reasonable control, including network failures, acts of God, government actions, or third-party payment processor outages.

13. DATA PROTECTION AND PRIVACY

13.1 Both Merchants and Customers acknowledge that personal data collected in the course of Transactions is handled in accordance with Fluthub’s Privacy Policy and in compliance with the Nigeria Data Protection Act (NDPA) 2023 and the Nigeria Data Protection Regulation (NDPR).

13.2 Merchants must not collect, store, or use Customer personal data outside the scope of fulfilling an Order without the Customer’s express consent.

13.3 Any breach of Customer data by a Merchant shall be the sole responsibility of that Merchant, and Fluthub reserves the right to suspend the Merchant’s account pending investigation.

14. INTELLECTUAL PROPERTY

14.1 All content on the Fluthub platform, including the brand name, logo, interface design, and proprietary technology, is owned by or licensed to [Registered Company Name] and is protected under Nigerian and international intellectual property laws.

14.2 Merchants grant Fluthub a non-exclusive, royalty-free licence to display, reproduce, and use Listing content (images, descriptions, etc.) for the purposes of operating and promoting the marketplace.

14.3 Customers may not reproduce, copy, or redistribute any Listing content without the Merchant’s written permission.

15. SUSPENSION AND TERMINATION

15.1 Merchant Account. Fluthub may suspend or permanently terminate a Merchant’s account for breach of this Agreement, non-compliance with applicable law, consistent poor customer ratings, or conduct deemed harmful to the platform or its users.

15.2 Customer Account. Fluthub may suspend or terminate a Customer’s account for fraudulent activity, abuse of the Dispute Resolution process, or any conduct that violates this Agreement or Fluthub’s Terms of Service.

15.3 Effect of Termination. Upon termination, any pending Orders must be fulfilled or lawfully cancelled. Outstanding settlements due to Merchants will be paid out subject to any applicable holds. Customers’ rights to access their purchase history and digital products may be affected.

16. GOVERNING LAW

16.1 This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

16.2 The Parties irrevocably submit to the exclusive jurisdiction of the courts of Lagos State, Nigeria, for any matter not subject to arbitration under this Agreement.

17. AMENDMENTS

17.1 Fluthub reserves the right to amend this Agreement at any time. Merchants and Customers will be notified of material changes via email or platform notification at least fourteen (14) days before such changes take effect.

17.2 Continued use of the platform after the effective date of any amendment constitutes acceptance of the revised Agreement.

18. SEVERABILITY

If any provision of this Agreement is found to be unlawful, void, or unenforceable, that provision shall be deemed severable and shall not affect the validity and enforceability of the remaining provisions.

19. ENTIRE AGREEMENT

This Agreement, together with Fluthub’s Terms of Service, Privacy Policy, and any other policies incorporated by reference, constitutes the entire agreement between the Parties with respect to the subject matter herein and supersedes all prior understandings, negotiations, or representations.