Terms And Conditions

These Terms & Conditions (“Terms”, “Terms of Use”, “Terms of Service”) and all policies and additional terms posted on and in our sites, applications, tools, features, and services (collectively “Services”) set out the terms on which BARTR offers you access to and use of our Services. By accessing, registering on, or using the Services in any manner, you acknowledge that you have read, understood, and agreed to comply and be bound by these Terms. If you do not agree, please do not use the Services. We may provide additional terms specific to particular features or promotions on the Services; those additional terms form part of these Terms by reference.

The entity you are contracting with is TradeByBartr Ltd. In this agreement, these entity may be referred to as “BARTR”, “TradeByBartr”, “we”, “us”, “our”, “Company.”

These Terms will govern any upgrades or updates (including new features or functionalities) provided by BARTR that replace and/or supplement the Services unless such upgrade or update is accompanied by a separate license, in which case the terms of that license will govern.

BARTR is an innovative marketplace that allows users (“you”, “your”) to exchange goods and/or services directly without monetary payment. Via our Services, users can create listings for goods and/or services they want to offer; browse and discover what others are offering; negotiate mutually beneficial barter terms; and complete transactions. BARTR serves only as a marketplace. We do not own or sell the items listed, and we are not a party to barter transactions between users unless expressly stated.

Any guidance BARTR provides as part of our Services, such as listings, search, messaging, ratings, escrow-like functionalities, and virtual-credits/token is solely informational and you may decide not to follow it. Unless otherwise expressly provided, BARTR has no control over and does not guarantee: the existence, quality, safety, or legality of goods and/or services advertised; the truth or accuracy of users' listings or contents; the ability of users to deliver goods and/or services advertised or listed for barter; that a listed good or service will find a match; or that any barter transaction will be successfully completed.

In connection with using or accessing our Services, you agree to comply with these Terms, our policies, our terms, and all applicable laws, rules and regulations. You represent and warrant that you have full legal capacity to enter into binding agreements. You must register an account in order to use many features of the Services. You agree to:

• Provide true, accurate, current and complete information during registration;
• Maintain and promptly update your information to keep it accurate and complete.

You are responsible for maintaining the confidentiality of your account login credentials and for all activities that occur under your account. We may refuse to permit your registration (or suspend/terminate your account) at our sole discretion, without obligation to give reasons.

When a barter agreement is entered between two (or more) users, each user represents and warrants that:

• They legally own or have the right to offer the goods/services they list;
• The goods/services offered are described accurately (including condition, quality, any defects) and in compliance with applicable law;
• The barter is lawful, and the goods/services, and the exchange thereof, are not prohibited by applicable laws or these Terms.

You agree to negotiate in good faith, perform your obligations in the barter agreement, deliver your goods/services as agreed, and accept delivery/performance of the other party's goods/services if you agreed to do so.

You acknowledge that barter transactions may carry risks (condition, delivery, suitability, non-performance) and you accept risk that the counterparty may fail to perform. You agree that we are not a party to your barter contract and take no responsibility for the outcome of any barter transaction unless expressly stated. The fair value of the goods or services exchanged may have tax implications (e.g., income tax, VAT or other obligations) and you agree to handle any such obligations yourself. If the Services provides escrow, virtual-credits or tokens, you agree that such credits/tokens are not legal tender, and have no monetary value (unless stated), and may not have the same protections as money. You must not use the Services for any illegal activity including (but not limited to) trafficking in prohibited goods, fraud, money-laundering, or exchanging for cash instead of agreed barter unless such cash element is explicitly permitted by these Terms.

The risk of goods/services being offered and exchanged generally lies with the users. You should inspect goods/services upon receipt and notify the counter-party of any issues. Unless otherwise agreed, each user is responsible for arranging and paying for their own shipping, delivery, transport or performance of services. You acknowledge that barter transactions may not have the same consumer protections as conventional monetary transactions, and you should consider this risk before proceeding. If you arrange physical delivery of goods, you must ensure safe packaging, address accuracy and comply with any applicable export/import or customs regulations. If services are involved, you must perform services in a competent manner, and ensure the other party understands scope and timeline. You must also ensure you obtain the other party's consent where required.

You are solely responsible for all content you post on the Services (listings, descriptions, images, communications). You grant BARTR a non-exclusive, royalty-free, worldwide licence to host, store, use, reproduce, modify, publish, display and distribute your user content for the purpose of operating the Services and improving our services. To the fullest extent permitted under applicable law, you waive your right to enforce your Intellectual Property Rights, including any moral rights, in that content against BARTR, our assignees, our sublicensees, and their assignees in connection with our Services, those assignees', and those sublicensees' use of that content in connection with our provision, expansion, and promotion of our Services. You must not post content that:

• is false, misleading or inaccurate;
• infringes third-party intellectual property or other rights;
• is illegal, offensive, or promotes prohibited goods/services;
• seeks to exchange cash or convert barter credits into cash unless permitted.

We reserve the right (but have no obligation) to remove or disable access to any user account for any reason, including if we believe you have breached these Terms or that such content is unlawful or harmful.

You agree not to do any of the following while using our Services:

• Facilitate any transaction that is prohibited by applicable law or by these Terms;
• Impersonate any person or entity or misrepresent your affiliation;
• Interfere with or circumvent security features of the Services;
• Provide false contact, identity or other data;
• Use another user's account, share your account credentials, or maintain more than one account;
• Solicit or offer barter for illicit, stolen, counterfeit or unauthorized goods;
• Attempt to extract cash or cash-equivalents from the Services or through virtual-credits where not permitted;
• Engage in spam, bulk messaging, unsolicited communications, pyramid or chain-schemes through the Services.

BARTR will have the right to investigate and prosecute violation of any of the above, including intellectual property rights infringement and Service security issues, to the fullest extent permitted by law.

The Services is licensed to you only for use under these Terms. Subject to your compliance with these Terms, BARTR grants you a limited, personal, revocable, non-exclusive and non-transferable license to download, install and use the Services for your personal, non-commercial use on electronic devices that: (a) you own or control; and (b) are supported by BARTR (the “Supported Devices”). For questions on Supported Devices please use the Contact/Notice information provided further below.

The Services is solely owned by BARTR (or, as applicable, its licensors). You must own or control the hardware on which the Service is downloaded or used, but as between you and BARTR, BARTR (or, as applicable, its licensors) retains all rights, title, and interest in and to the Service, including all intellectual property rights therein. You acknowledge and agree that the Service, including the source code and the specific design and structure of individual modules or programs, constitute or contain the proprietary rights of BARTR (or, as applicable, its licensors), and may be protected by international copyright, authorship, trademark, trade secret and other laws, and that misuse thereof could be prohibited by law. You may not delete or in any manner alter the copyright, trademark or other proprietary rights, notices or markings appearing on the Service.

The Services may contain links or access to websites, services, systems or other resources of third-parties (“Resources”). You acknowledge and agree that BARTR makes no representations or warranties and is not responsible or liable for the privacy, availability, accuracy, content or products of or related to such Resources. Links to Resources do not imply any endorsement by BARTR of such Resources or the content, goods or services available from such Resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such Resources and agree that BARTR has no liability to you for any content that may be found on such Resources. Further, it is up to you to take precautions to ensure that whatever links you select or software you download is free from such items as viruses, worms, Trojan horses, defects and other items of a destructive nature. You agree to comply with the applicable third party terms and conditions while accessing Resources.

The Services may display reviews, comments, photos and other material in relation to goods and services offered by users (“Reviews”). BARTR may also offer a function allowing users of the Services to post Reviews (“User Reviews”). You disclaim any proprietary rights you may have in such User Reviews, and the same may be freely used, copied, distributed and made available in any medium and in any form by BARTR. Where this posting facility is offered, you expressly agree only to submit User Reviews that are appropriate to that Service and complying with these Terms. You grant BARTR a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sub-licensable right to (a) use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such User Reviews throughout the world in any media, now known or hereafter devised; and (b) use the name that you submit in connection with such User Reviews. You acknowledge that BARTR may choose to provide attribution of your User Reviews (for example, listing your name on a review that you submit) at our discretion, and that such User Reviews may be shared with other users. You further grant BARTR the right to pursue at law any person or entity that violates your or BARTR's rights in the User Reviews by a breach of these Terms. You acknowledge and agree that User Reviews are non-confidential and non-proprietary. You expressly waive any and all ‘moral rights’ (including rights of attribution or integrity) that may subsist in your User Reviews and agree that you have no objection to the publication, use, modification, deletion or exploitation of your User Reviews by us or any of our partners or licensees.

Specifically, by posting a User Review, you represent and warrant that:

• you own or otherwise control all of the rights to the User Reviews that you post; as at the date of posting, the User Reviews submitted are accurate;
• User Reviews that you supply do not breach any BARTR terms and conditions of use, guidelines or policies (as applicable from time to time);
• you will not intentionally or recklessly post information that could cause injury or offend any person or their business and in particular: you will not post any comments, information or material that is untrue; malicious; defamatory; abusive; obscene or could reasonably be taken as such;
• you will not act in any way to deceive or mislead and will not engage in or encourage any fraudulent or illegal activity;
• you will not to post or distribute any information or material that is owned by any third party without the express written consent of such party to do so;

BARTR claims no ownership, affiliation with, or endorsement of any photos that are submitted by users through our Services.

BARTR does not edit Reviews or User Reviews submitted and to the fullest extent permitted by law will not be in any way responsible or liable for such Reviews or User Reviews or their subsequent posting, use or distribution. In addition, BARTR does not verify, endorse or approve the views or comments expressed in any Reviews or User Reviews which are the personal views of the individuals submitting them. Any decisions made on the basis of reviews or comments appearing on the service are taken at your own risk.

BARTR reserves the right for any reason in its sole discretion to refuse to post or to remove (without notice) any Reviews or User Reviews. Amongst other things, this includes situations where BARTR receives a third-party complaint and/or has reason to believe that there has been a breach of these terms and conditions.

If you believe in good faith that materials hosted by us infringe your copyright, you (or your agent) may send us a written notice that includes the following information. Please note that we will not process your complaint if it is not properly filled out or is incomplete. Any misrepresentations in your notice regarding whether content or activity is infringing may expose you to liability for damages.

• A clear identification of the copyrighted work you claim was infringed.
• A clear identification of the material your claim is infringing is on the Service, such as a link to the infringing material.
• Your address, email address and telephone number.
• A statement that you have a "good faith belief that the material that is claimed as copyright infringement is not authorized by the copyright owner, its agent, or the law."
• A statement that "the information in the notification is accurate, and under penalty of perjury, the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed."
• A signature by the person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Notices should be sent to the email address specified in the section Contact/Notice Information.

We may charge fees for use of certain features of the Services (listing fees, transaction fees, membership, etc). Any fees will be disclosed before you incur them.

If the Services uses virtual credits, tokens or barter-points:

• The rules for earning, using, or converting such credits will be displayed in the Services;
• Credits/tokens are not legal tender and are not redeemable for cash unless explicitly stated;
• We may suspend or expire credits/tokens at any time;
• You are responsible for any tax liability from use of such credits/tokens.

Please see BARTR's Privacy Policy for more information and notice concerning BARTR's collection and use of your personal data.

You agree to indemnify, defend and hold us and our affiliates, officers, directors, employees, agents and licensors harmless from and against any claim, liability, damage, loss or expense (including legal fees) arising out of or in connection with your breach of these Terms, your use of the Services in violation of applicable law or third-party rights, your goods/services offered, and any barter transaction you enter into with another user.

BARTR may suspend or terminate your access to the Services at any time (with or without notice) if you breach these Terms, of if we reasonably suspect you of any fraudulent or improper conduct. On termination, you must cease to use the Services, and any virtual credits or tokens may be forfeited as per their rules. You may close your account at any time by following the account-closure procedure in the Services. If you have any outstanding obligations (barter commitments, fees, shipping liabilities) at termination, you remain responsible for them. BARTR and its licensors reserve the right — without liability of any kind — to suspend, disable, cease providing or change functionalities of the Services at any time and without notice. BARTR may also impose limits on the use of or access to certain features of functionalities of the Services.

We try to keep our Services safe, secure, and functioning properly, but we cannot guarantee the continuous operation of or access to our Services.

You agree that you are making use of our Services at your own risk and that they are being provided to you on an “AS IS” and “AS AVAILABLE” basis without warranty or condition of any kind, either express or implied. BARTR makes no warranty; (a) that the Service will meet your requirements; (b) that the Service will be compatible with or operate in the manner that you select for use, or on the hardware or with the operating systems that you use; (c) that the Service will function on any mobile devices or operating systems, irrespective of whether they are currently supported devices or systems; (d) that the operation of the Service will be available on an uninterrupted, secure or error-free basis, or that any defects, errors or service interruptions will be corrected; (e) regarding the quality of any goods, services or information obtained through the Service; (f) regarding the performance, accuracy, timeliness, truthfulness, completeness or reliability of any information obtained through the Application or the Online Services; (g) that any third-party service providers, including mobile carriers, device manufacturers (including manufacturers of supported devices), logistics companies, verification partners, payment or credit token processors (if applicable), or any third-party websites or services that contribute to, or are involved in, the operation, maintenance, provision, or content of the Service (collectively, the “Service Providers”), will fulfill their obligations or provide their services as expected; (h) that any of the information, data, listings, item details, service descriptions, or other user-generated content displayed on the Service will be provided, updated, or fulfilled by the relevant users or third-party Service Providers; or (i) that the Service will be available in any specific language or country, or that they will be appropriate or lawful to use in any particular location. BARTR explicitly disclaims all warranties and conditions, express, implied, or statutory, including any implied warranties or conditions of merchantability, fitness for a particular purpose, non-infringement, quiet enjoyment, or any warranties arising out of course of dealing or usage of trade. No advice or information, whether oral or written, obtained from BARTR or through the Services will create any warranty or guarantee, whether express or implied. Descriptions of goods, services, condition, quality, value, authenticity, or suitability (“Barter Data”) provided on or through the Service are not intended to be relied upon in situations where precise accuracy is required or where incomplete or inaccurate Barter Data may lead to financial loss, property damage, or other harm. BARTR does not warrant or guarantee the availability, accuracy, completeness, reliability, or timeliness of any Barter Data provided through the Service or any related resources. Because listings and item conditions may change, if you receive notifications through the Service about updates to an item or service you are considering, you must verify all details directly with the other user involved in the barter transaction before proceeding.

To the extent not prohibited by law, BARTR exclude all warranties, representations, or conditions, express or implied, regarding the Services, the barter transactions, the listings, or any counter-party or goods/services. We are not responsible for the conduct of users, and we are not a party to any barter transaction entered into between users unless we expressly state otherwise. In no event will we be liable for any indirect, special, incidental or consequential damages (including loss of profit, goodwill, data or business interruption) arising out of or in connection with your use of the Services or barter transactions.

Nothing in these Terms shall be taken as excluding or attempting to exclude or in any way restrict any liability: (a) to the extent it would be illegal or unenforceable at law for BARTR to exclude or to attempt to exclude its liability; (b) for fraud or fraudulent misrepresentation; (c) for death or bodily injury to the extent arising directly from the negligence of BARTR or its employees or agents; or (d) to the extent arising from gross negligence or willful misconduct on the part of BARTR.

The foregoing limitations will survive and apply even if any limited remedy specified in these Terms is found to have failed of its essential purpose. The limitations of damages set forth are fundamental elements of the basis of the bargain between BARTR and you.

These Terms remain effective until updated or terminated by BARTR. BARTR may update, modify, or revise these Terms at any time at its sole discretion in which case the updated Terms will be displayed on this page, indicating a new effective date. The Terms will become applicable from the effective date and replace all earlier Terms and your continued use of the Services signifies your acceptance of the updated or modified Terms. Be sure to return to this page periodically to review the most current version of the Terms.

These Terms are governed by and shall be construed in accordance with the laws of the Federal Republic of Nigeria without regard to or application of conflicts of law rules or principles. Any dispute arising under these Terms shall be subject to the exclusive jurisdiction of the Nigerian courts.

You may not assign or transfer any rights or obligations under these Terms, by operation of law or otherwise, without our prior written consent. Any attempt to do so without consent will be void. We may assign any or all of our rights and obligations to others at any time. All notices or approvals required or permitted under these Terms will be in writing and delivered by registered mail or, for notices from BARTR to you, to the unique email address you have registered under your profile, and in each instance, will be deemed given upon receipt. The failure by either party to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision. If any provision of these Terms is held to be unenforceable or invalid that provision will be enforced to the maximum extent possible and the other provisions will remain in full force and effect. These Terms are the complete and exclusive understanding and agreement between BARTR and you regarding its subject matter and supersedes all proposals, understandings or communications between the parties, oral or written, regarding its subject matter, unless you and BARTR have executed a separate agreement. If you create or use an account on behalf of a business entity, you represent that you are authorised to act on behalf of such business and bind the business to these Terms. Such account is owned and controlled by the business entity. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by these Terms.

If you have any questions regarding these Terms, you may contact BARTR at: support@tradebybartr.com

Any rights not expressly granted herein are reserved.