Terms of Service

By accessing or using BuyChat. whether via the web application at buychat.ng, the iOS application, or the Android application (collectively, the "Platform"). you agree to be legally bound by these Terms of Service ("Terms"). If you do not agree to these Terms, you must not access or use the Platform.

The Platform is operated by X Word Wide Limited, a company duly registered with the Corporate Affairs Commission (CAC) of the Federal Republic of Nigeria ("Company", "we", "us", or "our").

You must be at least 18 years of age to create an account or use the Platform. By agreeing to these Terms, you represent and warrant that you are 18 years of age or older and have the legal capacity to enter into a binding agreement. We do not knowingly permit persons under 18 to register; if we become aware that an account holder is under 18, we will terminate the account.

These Terms apply to all visitors, registered users, vendors, dispatchers, service providers, hosts, and drivers who access or use the Platform in any capacity. We may update these Terms at any time; continued use after the effective date of an update constitutes acceptance of the revised Terms. Material changes will be communicated via SMS, in-app notification, or email where available.

The following capitalised terms have the meanings set out below whenever they appear in these Terms:

• Platform. The BuyChat web application, iOS application, Android application, and all associated APIs, services, and infrastructure operated by X Word Wide Limited.
• User. Any person or entity that accesses or uses the Platform in any capacity, whether or not they have created an account.
• Buyer. A User who purchases products, books services, arranges stays, or requests rides through the Platform.
• Vendor. A User who lists and sells physical or digital products through the Platform's marketplace.
• Dispatcher. A User who provides last-mile delivery and logistics services for orders placed on the Platform.
• Aisha. The AI assistant embedded within the Platform that facilitates product discovery, order placement, customer support, and general interactions on behalf of the Company. Other role-specific AI agents (vendor assistant, dispatcher assistant, etc.) are also AI-Mediated systems governed by these Terms.
• Payment Protection. A mechanism whereby payment funds are held safely by the Platform on behalf of both parties to a transaction until the conditions for release are fulfilled. Funds held under Payment Protection are referred to as "protected funds".
• Wallet. A virtual account maintained for each registered User within the Platform that holds the User's available balance in Nigerian Naira (₦).
• Coins. Virtual currency purchased with Nigerian Naira that may be used exclusively within the Platform's live shopping feature to gift on showcase products. Coins have no monetary value outside the Platform.
• Order. A confirmed transaction between a Buyer and a Vendor (or service provider, host, or driver) initiated through the Platform.
• Listing. Any product, service, accommodation, or ride option published by a Vendor, service provider, host, or driver on the Platform.
• Services. The professional services marketplace feature of the Platform through which skilled tradespeople and professionals offer their services to Buyers.
• Stays. The accommodation marketplace feature through which hosts list short-term or long-term lodging, and Buyers book such accommodation.
• Rides. The transportation marketplace feature through which drivers offer point-to-point transportation, and Buyers book such rides.

To access most features of the Platform, you must register for an account using a valid Nigerian mobile phone number. Registration is completed via one-time password (OTP) authentication sent to your phone number. By registering, you represent that the phone number is yours and that you are authorised to use it.

One account per person. Each individual may hold only one registered account on the Platform. Creating multiple accounts to circumvent restrictions, accumulate bonuses, or evade enforcement actions is a material breach of these Terms and may result in permanent suspension of all associated accounts.

Role switching. Registered Users may operate as a Buyer, Vendor, or Dispatcher by switching roles within the Platform settings. Each role carries distinct responsibilities and permissions as described in Sections 4 through 6 of these Terms.

Account security. You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately at [email protected] if you suspect unauthorised access to your account. We will not be liable for any losses resulting from unauthorised use of your account where you have failed to notify us promptly.

Accurate information. You agree to keep your account information. including name, phone number, delivery addresses, and bank account details. accurate and current at all times. Providing false information is a breach of these Terms.

Identity verification. BuyChat may at any time require you to verify your identity, business registration, or the authenticity of your Listings as a condition of continued access to the Platform or certain features. Refusal to cooperate with verification may result in account suspension.

As a Buyer, you agree to:

• Provide accurate and complete delivery addresses, recipient contact information, and any special delivery instructions at the time of placing an Order.
• Confirm receipt of goods within 48 hours of delivery notification. If you do not confirm receipt or raise a dispute within 48 hours of the delivery notification, the protected funds will be automatically released to the Vendor after 7 days from the date of delivery.
• Raise disputes promptly and in good faith if goods received are defective, materially different from the Listing description, or undelivered. Disputes must be raised before the 7-day auto-release window expires.
• Refrain from initiating fraudulent chargebacks through your card issuer or bank for transactions that have been properly processed through the Platform's Payment Protection system. Such chargebacks are a material breach of these Terms and may result in account suspension, a ban from the Platform, and referral to relevant authorities.
• Pay the full agreed amount. whether through your Wallet, a debit/credit card, or cash on delivery. at the time of placing an Order. Attempting to renegotiate prices after Order confirmation is not permitted.
• Not use the Platform for money laundering, structuring financial transactions to conceal their origin, or any other activity that violates Nigerian anti-money laundering laws.

As a Vendor, you agree to:

• List only genuine products that you own, are authorised to sell, or have in stock. Listings must contain accurate descriptions, correct pricing, and real product photographs (minimum 2 photographs from distinct angles are required for each Listing).
• Fulfill confirmed Orders within the timeframe stated in your Listing or agreed with the Buyer. Repeated failure to fulfill Orders in a timely manner may result in suspension.
• Maintain accurate inventory counts on the Platform at all times to prevent overselling. You are responsible for any losses suffered by Buyers due to cancelled Orders resulting from inventory inaccuracies.
• Clearly state your return and refund policy at the time of Listing. Your policy must not be less favourable than the minimum standards required by applicable Nigerian consumer protection law.
• Not list prohibited items as described in Section 17 of these Terms, including but not limited to weapons, controlled substances, counterfeit goods, stolen property, and hazardous materials.
• Cooperate with identity and business verification requirements imposed by the Platform, including KYC processes powered by QoreID, as a condition of activating or maintaining Vendor status.
• Where you import Listings from third-party platforms (such as Shopify, WooCommerce, or Jumia), ensure that you hold all necessary rights, licences, and authorisations to sell those products in Nigeria through BuyChat.
• Conduct yourself professionally in all interactions with Buyers, Dispatchers, and Platform staff. Harassment, threats, or abusive conduct are grounds for immediate suspension.
• Comply with all applicable Nigerian laws, including the Consumer Protection Council Act, the Standards Organisation of Nigeria Act, and any sector-specific regulations relevant to your products.

As a Dispatcher, you agree to:

• Complete assigned deliveries within the timeframe agreed at the point of acceptance, and update Order status in the Platform in real time.
• Handle goods entrusted to you with reasonable care during collection, transit, and delivery. You are liable for damage to goods caused by your negligence.
• Accurately collect the full cash amount due on cash-on-delivery Orders and remit funds to the Platform according to the Platform's remittance schedule.
• Maintain valid vehicle documentation including a current driver's licence, vehicle registration certificate, and a valid third-party motor insurance policy. You must submit to Platform vehicle inspections as required.
• Not exceed the cash debt ceiling of ₦20,000 (twenty thousand Naira). If your outstanding cash balance reaches or approaches this ceiling, you must deposit funds immediately through an approved channel before accepting further cash-on-delivery Orders.
• Deposit all collected cash within 48 hours of collection through approved deposit channels. Failure to remit within 48 hours may result in automatic account suspension until the balance is cleared.
• Keep your GPS location active and shared with the Platform throughout the duration of all active delivery jobs. GPS data is used for Buyer tracking, ETA calculations, and security audits.
• Not engage in GPS spoofing, location falsification, or any other manipulation of location data. GPS spoofing is a serious breach of these Terms and will result in immediate suspension and potential referral to law enforcement.
• Operate your vehicle in a safe and roadworthy condition at all times, and comply with all applicable Nigerian road traffic laws and regulations.

The Services feature enables Buyers to book professional services from skilled tradespeople and professionals across more than 60 categories, including (but not limited to) plumbing, electrical installation, tailoring and fashion, cleaning, carpentry, painting, appliance repair, photography, catering, beauty and wellness, tutoring, and IT support.

Service Provider obligations:

• Deliver services to a professional standard consistent with your stated qualifications, experience, and the agreed scope of work.
• Honor the pricing stated in your Listing or the price agreed with the Buyer at the time of booking. You may not increase your price after a booking is confirmed.
• Hold all licences, certifications, and regulatory approvals required by Nigerian law for the specific services you offer (e.g., a registered electrician licence for electrical work).
• Arrive at the agreed location at the agreed time and complete the work within the agreed timeframe. Repeated no-shows or significant delays without notice may result in suspension.

Buyer obligations when booking Services:

• Provide an accurate and complete description of the work required, including dimensions, quantities, and any relevant access information.
• Ensure safe and unobstructed access to the service location at the agreed time.
• Pay milestone payments as agreed at the time of booking. Milestone payments are held under Payment Protection and released to the service provider upon your confirmation that the milestone has been satisfactorily completed.
• Raise any concerns about service quality promptly. before the final milestone payment is released. rather than after full payment has been made.

Cancellation fees may apply depending on the amount of notice given and the stage of the booking. Cancellation terms are set at the time of booking and displayed before you confirm. Protected funds are handled in accordance with the cancellation terms agreed at booking.

BuyChat facilitates the connection between Buyers and service providers but does not employ service providers and is not responsible for the quality of services delivered. We recommend that Buyers review service provider ratings and reviews before booking.

The Stays feature enables hosts to list short-term and long-term accommodation and enables Buyers (guests) to book such accommodation through the Platform.

Host obligations:

• Provide accurate descriptions and genuine photographs of the accommodation. Misleading descriptions or fraudulent photographs are a material breach of these Terms.
• Ensure the property is clean, safe, and in the condition shown in the Listing at the time of each guest's check-in.
• Honor confirmed bookings. Cancellations by the host after booking confirmation. other than in cases of genuine emergency. may result in penalties including reduced ranking, suspension, or account termination.
• Clearly state house rules in the Listing, including rules on noise, smoking, pets, additional guests, and parking.
• Comply with all applicable local government, state, and federal regulations relating to short-term accommodation rental in Nigeria, including obtaining any required permits or licences.

Guest obligations:

• Treat the host's property and its contents with respect and care. You are liable for any damage caused by you or your invitees beyond normal wear and tear.
• Adhere strictly to the check-in and check-out times specified in the Listing or agreed with the host.
• Comply with the host's house rules at all times during your stay.
• Report any damage, defects, or safety concerns to the host or Platform promptly.
• Not allow more occupants than the maximum stated in the Listing without the express written consent of the host.

Cancellation policies are set by individual hosts and are displayed clearly before booking confirmation. BuyChat may, in its discretion, mediate disputes between hosts and guests but is not a party to the accommodation contract and is not liable for the quality, safety, or availability of accommodation listed by hosts.

The Rides feature enables Buyers to request point-to-point transportation from drivers registered on the Platform.

Driver requirements:

• Hold a valid Nigerian driver's licence appropriate for the vehicle category.
• Maintain valid vehicle registration documents and a current third-party motor insurance policy as a minimum; comprehensive insurance is strongly recommended.
• Submit to periodic vehicle roadworthiness inspections as required by the Platform.
• Keep GPS location active and shared with the Platform throughout all active rides.
• Operate a safe, roadworthy, and clean vehicle at all times.

Passenger obligations:

• Provide accurate pickup and destination locations at the time of booking.
• Treat the driver and their vehicle with respect. Abusive, threatening, or destructive behaviour will result in account suspension and may be reported to law enforcement.
• Pay the agreed fare in full. whether through the Platform Wallet or cash as agreed.
• Report any safety concerns, driver misconduct, or vehicle defects to the Platform immediately via [email protected].

Fares are calculated based on distance, time, and applicable surge pricing during periods of high demand. The estimated fare is displayed before you confirm a booking. Cancellation fees may apply if you cancel after a driver has accepted your request and is en route; applicable cancellation fees are displayed in the Platform.

BuyChat is a technology platform, not a transportation company. Drivers using the Platform are independent contractors, not employees or agents of X Word Wide Limited. BuyChat is not liable for personal injury, property damage, or losses arising from rides, except where directly caused by our own negligence.

All online payments on the Platform for products, services, stays, and rides are processed through our Payment Protection mechanism. The Payment Protection lifecycle is as follows:

1. The Buyer pays the full Order amount (including delivery fees and applicable service fees) at the time of placing the Order. Funds are immediately placed under Payment Protection and are not available to the Vendor.
2. The Vendor prepares and dispatches the goods, or begins delivery of the agreed service.
3. A Dispatcher collects and delivers the goods, or the service provider completes the agreed work.
4. The Buyer receives a delivery notification and has 48 hours to confirm receipt or raise a dispute.
5. Upon the Buyer's confirmation of satisfactory receipt, the protected funds are released to the Vendor's Wallet, net of the Platform's service fee.
6. If the Buyer does not confirm receipt or raise a dispute within 48 hours of the delivery notification, the protected funds are automatically released to the Vendor after 7 days from the delivery date.

If a dispute is raised, the protected funds are frozen until the dispute is resolved in accordance with Section 16 of these Terms.

Protection fee: Buyers pay exactly the price shown — no buyer-side fee is added at checkout. Sellers pay a flat protection fee of ₦100 for every ₦5,000 (or part of it) in the Order value, deducted from the payout when funds are released (see our Fees & Pricing page for the full breakdown).

Delivery fee: A standard delivery fee of ₦700 applies to Orders requiring physical delivery. Delivery is free for Orders with a product value of ₦20,000 or more.

Payments are processed by Paystack (a licensed payment service provider regulated by the Central Bank of Nigeria). By making payments on the Platform, you also agree to Paystack's terms of service. Buyers may also top up their Platform Wallet using Paystack and use their Wallet balance for subsequent Orders.

Where a Buyer selects the cash-on-delivery ("COD") payment option, the following terms apply:

• The assigned Dispatcher collects the full Order amount in cash from the Buyer at the point of delivery on behalf of the Platform.
• A protection fee of ₦100 for every ₦5,000 (or part of it) of the Order value is deducted from the Dispatcher's Platform Wallet at the time the COD collection is confirmed. If the Dispatcher's Wallet balance is insufficient to cover the fee, the shortfall is recorded as a debt against the Dispatcher's account.
• The Vendor receives a digital payout of the Order value (net of the protection fee) from the Platform, funded by the collected COD cash.
• Dispatchers must not allow their outstanding cash balance to exceed the negative Wallet limit of ₦20,000 (twenty thousand Naira). Accepting new COD Orders while at or above this limit is a breach of these Terms.
• Dispatchers must remit all collected COD cash within 48 hours of collection through approved deposit channels. Failure to remit within the deadline will result in automatic account suspension until the outstanding balance is fully deposited.
• All COD transactions are recorded in an immutable digital ledger maintained by the Platform. Disputes regarding COD amounts or remittance will be resolved by reference to this ledger.

Vendors, service providers, hosts, and drivers may withdraw funds accumulated in their Platform Wallet to a Nigerian bank account. The following conditions apply:

• Bank account verification: You must link and verify a valid Nigerian bank account in your name before initiating a withdrawal. Verification is performed via Paystack. We will not process withdrawals to unverified or third-party accounts.
• Processing time: Withdrawals are typically processed within 24 hours on business days via Paystack Transfers. Processing may be delayed by bank holidays, network outages, or Paystack maintenance windows beyond our control.
• Minimum withdrawal amount: A minimum withdrawal amount may apply; the current minimum is displayed in the Platform withdrawal interface.
• Failed transfers: If a transfer fails (e.g., due to incorrect account details or bank rejection), the funds will be automatically reversed to your Platform Wallet within 48 hours, and you will be notified via SMS and in-app notification.
• Holds for investigation: BuyChat reserves the right to place a temporary hold on withdrawals where there is a reasonable suspicion of fraud, money laundering, or a material breach of these Terms. We will notify you of any hold and the expected resolution timeline. Holds will be lifted or confirmed within 5 business days unless a law enforcement request requires a longer hold.
• Daily reconciliation: The Platform performs daily automated reconciliation of all withdrawal transactions. Discrepancies identified during reconciliation may result in a temporary hold pending investigation.

BuyChat offers a virtual currency called "Coins" that may be purchased using Nigerian Naira through the Platform. The following terms govern the purchase and use of Coins:

• Purpose: Coins may be used exclusively within the Platform's live shopping feature to gift on showcase products during live shopping sessions. Coins have no other use within or outside the Platform.
• No monetary value: Coins are not currency, are not redeemable for cash, and have no real-world monetary value. The price paid to purchase Coins reflects the cost of accessing the live shopping gifting feature, not the acquisition of a financial instrument.
• Non-refundable: All Coin purchases are final and non-refundable, except as required by applicable Nigerian consumer protection law or where a technical error on our part prevented the delivery of purchased Coins.
• Non-transferable: Coins may not be transferred between accounts except through the gifting mechanism within a live shopping session. Coins may not be sold, traded, or otherwise transferred outside the Platform.
• Economy modifications: BuyChat reserves the right to modify the Coin economy. including Coin pricing, gifting exchange rates, and Coin expiry. with reasonable advance notice to Users. We will provide at least 14 days' notice of material changes to Coin pricing or value.

The Platform uses artificial intelligence systems. principally the AI assistant named Aisha, as well as role-specific AI agents for vendors, dispatchers, service providers, hosts, and drivers. to facilitate transactions, answer questions, and provide recommendations.

AI limitations: AI systems may produce errors, omissions, or outdated information. Aisha and other AI agents are designed to assist you but are not infallible. You should verify all transaction details. including product specifications, pricing, delivery times, service scope, and booking terms . before confirming any Order or booking. Do not rely solely on AI-generated summaries to make purchasing decisions.

Liability disclaimer: X Word Wide Limited is not liable for any loss or damage arising from errors made by AI systems, including but not limited to incorrect product recommendations, price miscalculations, inaccurate availability information, or misdirected orders caused by misinterpretation of voice or text inputs.

Voice data: If you use voice interaction features on the Platform, your speech is transcribed by your browser or device's own speech service and the resulting text is processed for response generation. Voice data is handled in accordance with our Privacy Policy. By using voice features, you consent to the recording and processing of your voice inputs.

AI-generated content: Product descriptions, summaries, or recommendations generated or augmented by AI are provided for convenience and may not be fully accurate. Always review the original Vendor Listing before purchasing.

Human support: If you need assistance that cannot be provided by an AI agent, you may contact our human support team at [email protected]. We aim to respond to all support requests within 2 business days.

BuyChat is committed to compliance with Nigerian anti-money laundering (AML) and counter-terrorism financing (CTF) regulations. Know Your Customer ("KYC") verification may be required in the following circumstances:

• Registration as a Vendor, service provider, host, or Dispatcher.
• Initiating a withdrawal above a specified threshold.
• Conducting high-value transactions that trigger regulatory reporting obligations.
• Where our automated systems flag account activity as suspicious or inconsistent with your stated profile.
• At the Platform's periodic review of existing accounts.

Verification process: KYC verification is conducted through our authorised third-party provider, QoreID. Depending on your role and transaction volume, verification may require submission of your Bank Verification Number (BVN), National Identification Number (NIN), driver's licence number, and/or bank account details for biometric and database verification.

Data security: KYC data is transmitted securely to QoreID using industry-standard encryption and is stored in encrypted form. We do not store raw biometric data. Please refer to our Privacy Policy for full details of how your personal data is processed during KYC verification.

Impact of failed verification: If you are unable to complete required KYC verification . for example, because the information provided does not match government records. your access to certain Platform features (including Vendor listing, Dispatcher job acceptance, or withdrawals) may be restricted until verification is successfully completed.

Appeals: If you believe a verification decision is incorrect, you may appeal by contacting us at [email protected] with supporting documentation. Aisha will review your appeal within 5 business days.

BuyChat provides a structured dispute resolution process for disagreements between Buyers and Vendors, service providers, hosts, or drivers. The process is as follows:

1. Raising a dispute: Either party to an Order may raise a dispute through the Platform interface. A dispute must be raised before the auto-release deadline (see Section 10). Once raised, the dispute is logged and assigned a reference number.
2. Payment freeze: From the moment a dispute is raised, protected funds relating to the disputed Order are frozen and will not be released to either party until the dispute is resolved.
3. Evidence submission: Both parties are required to submit evidence supporting their position within the period specified in the dispute interface (typically 72 hours). Evidence may include photographs, delivery confirmations, chat transcripts, or other relevant documentation.
4. Review and analysis: Aisha. drawing on submitted evidence. reviews the dispute. The review process typically takes 3–7 business days from the close of the evidence submission period.
5. Resolution: Aisha will issue one of the following resolutions: (a) full refund to the Buyer; (b) full payout to the Vendor; or (c) a proportional split between the parties, as determined by the weight of evidence. The resolution decision is communicated to both parties via in-app notification and SMS.

Finality of decisions: Dispute resolution decisions made by Aisha are final and binding, subject only to the appeal process described in Section 18 or recourse to the courts of Lagos State under Section 24.

Abuse of the disputes process: Filing frivolous, vexatious, or bad-faith disputes is a breach of these Terms and may result in account suspension, a ban from the Platform, and forfeiture of any disputed funds.

The following conduct is strictly prohibited on the Platform. Violation may result in immediate suspension, permanent ban, and referral to law enforcement:

Fraudulent activity:

• Placing fake Orders with the intent to defraud Vendors or the Platform.
• Assuming a false identity or impersonating another User, BuyChat staff, or any third party.
• Engaging in money laundering, structuring transactions to avoid detection, or financing illegal activities through the Platform.
• Initiating false or fraudulent chargebacks through card issuers for legitimately processed transactions.

Manipulation:

• Artificially inflating or deflating prices through collusion, wash transactions, or coordinated activity.
• Submitting fake, purchased, or incentivised reviews for Listings, services, stays, or rides.
• Creating or operating multiple accounts to circumvent Platform restrictions, bans, or fee structures.
• Manipulating search rankings, recommendation algorithms, or featured placement through artificial means.

Harmful conduct:

• Harassing, threatening, intimidating, or defaming other Users, service providers, hosts, drivers, Dispatchers, or Platform staff.
• Uploading or transmitting malware, viruses, or other harmful code through the Platform.
• Scraping, crawling, or systematically extracting data from the Platform without our express written authorisation.
• Reverse-engineering, decompiling, or disassembling any part of the Platform's software or systems.
• Circumventing Platform fees by arranging transactions off-Platform with parties first contacted through the Platform.
• Impersonating BuyChat, X Word Wide Limited, or any of our directors, officers, or employees.

Prohibited items and services: The following may not be listed, sold, or facilitated on the Platform under any circumstances:

• Weapons, firearms, ammunition, or explosive devices.
• Controlled substances, illicit drugs, or drug paraphernalia.
• Counterfeit or knock-off goods of any kind.
• Stolen property or goods of unknown provenance.
• Hazardous materials, radioactive substances, or goods regulated under Nigerian hazardous materials law.
• Adult content, pornographic material, or services of a sexual nature.
• Any goods or services whose sale is prohibited by Nigerian law or international sanctions applicable to Nigeria.

BuyChat may suspend or permanently terminate a User's account for any of the following reasons:

• Material breach of any provision of these Terms.
• Fraudulent activity, attempted fraud, or facilitation of fraud against the Platform or its Users.
• Accumulation of an excessive number of legitimate disputes against your account.
• Failure by a Dispatcher to maintain their cash debt below the ₦20,000 ceiling or to remit collected cash within the required timeframe.
• Failure by a Dispatcher to pass a required vehicle safety inspection.
• Failure to complete required KYC verification within the specified deadline.
• Conduct deemed harmful, threatening, or abusive toward other Users, Platform staff, or the integrity of the Platform.

Notice: Where feasible, we will provide notice of suspension via SMS or in-app notification, stating the reason for the suspension. For serious violations. including fraud, illegal activity, or imminent risk of harm. we reserve the right to suspend accounts immediately without prior notice.

Appeals: If you believe your account has been suspended in error, you may submit an appeal within 30 days of the suspension notice to [email protected], providing a clear explanation and any relevant supporting evidence. Aisha will review your appeal and respond within 10 business days.

Pending Orders: Orders in progress at the time of account suspension will be handled on a case-by-case basis. We will endeavour to ensure that Buyers receive their goods or refunds and that legitimate Vendor earnings for completed Orders are disbursed, subject to any holds imposed for investigation purposes.

Wallet funds: Upon termination, funds in your Wallet that are not subject to a dispute, investigation hold, or offset for amounts owed to the Platform will be available for withdrawal to your linked bank account, subject to the withdrawal terms in Section 12.

Data retention: Following account termination, we retain personal data in accordance with our Privacy Policy and applicable Nigerian data protection law, including the Nigeria Data Protection Act 2023.

Users may upload content to the Platform, including product photographs, Listing descriptions, reviews, profile images, service portfolio items, accommodation photographs, and other materials ("User-Generated Content" or "UGC").

Ownership: You retain full ownership of the intellectual property rights in UGC that you create and upload to the Platform.

Licence to BuyChat: By uploading UGC to the Platform, you grant X Word Wide Limited a non-exclusive, worldwide, royalty-free, sublicensable, and transferable licence to use, display, reproduce, distribute, and create derivative works of your UGC for the purposes of operating, marketing, and improving the Platform. This licence continues for as long as the UGC remains on the Platform or is otherwise retained by us in accordance with our Privacy Policy.

Your representations: By uploading UGC, you represent and warrant that: (a) you own the UGC or have all necessary rights and permissions to grant us the licence above; (b) the UGC does not infringe the intellectual property rights, privacy rights, or other legal rights of any third party; and (c) the UGC complies with these Terms and all applicable Nigerian laws.

Zero tolerance for objectionable content and abusive users: BuyChat has no tolerance for objectionable content or abusive behaviour. Objectionable content includes content that is harassing, threatening, hateful, defamatory, sexually explicit, violent, fraudulent, or that promotes illegal activity, and it is prohibited everywhere on the Platform, including Listings, reviews, chat messages, live shopping comments, profiles, and any other UGC.

Reporting and blocking: Every piece of UGC can be reported from the app, and you can block any User. Blocking hides that User's content from you immediately and notifies us. To report content or a User you may also contact [email protected].

Removal of content: BuyChat may remove any UGC that violates these Terms, is objectionable, or is the subject of a valid legal complaint, without prior notice. We review every report and act on objectionable content within 24 hours by removing the content and ejecting the User who provided it. You may request removal of your own UGC by contacting [email protected]; we will action such requests within 14 days, subject to any legal obligations requiring us to retain the content.

All intellectual property rights in the Platform. including but not limited to the software, source code, algorithms, artificial intelligence models, design elements, user interface, branding, trade marks, service marks, logos, and all content created by X Word Wide Limited. are owned by or licensed to X Word Wide Limited. All rights are reserved.

Restrictions: You may not, without our express prior written permission:

• Reverse-engineer, decompile, disassemble, or otherwise attempt to derive the source code of any part of the Platform.
• Copy, reproduce, modify, or create derivative works of any part of the Platform's software, content, or AI models.
• Use the BuyChat name, logo, trade mark, or any confusingly similar mark in any commercial context, including advertising, social media, or promotional materials.
• Remove, obscure, or alter any proprietary notices, labels, or trade marks displayed on or within the Platform.

Any unauthorised use of our intellectual property may constitute infringement and may subject you to civil and criminal liability under the Nigerian Copyright Act 2022, the Trade Marks Act, and other applicable Nigerian and international intellectual property laws.

The Platform integrates with third-party service providers to deliver certain features. These providers include:

• Paystack. Payment processing, holding of protected payments, and Paystack Transfers (withdrawals). Regulated by the Central Bank of Nigeria.
• QoreID. Identity verification (BVN, NIN, driver's licence, bank account verification).
• Cloudinary. Cloud image and media storage for product photographs, profile images, and accommodation photos.
• Your browser or device speech service (Google or Apple). Speech recognition and synthesis for the voice interaction features of the Platform; Aisha's replies are generated by our AI provider as for text chat.
• Firebase (Google). Push notification delivery for mobile applications.

Each third-party provider operates under its own terms of service and privacy policy. By using the Platform, you acknowledge that your use of integrated third-party services is also subject to those providers' terms. We recommend reviewing their terms before using features that rely on third-party integration.

Third-party failures: X Word Wide Limited is not liable for any disruptions, data losses, errors, or service failures caused by third-party providers. Where we become aware of a material incident affecting a third-party service that impacts Platform functionality, we will endeavour to notify affected Users promptly via in-app notification or SMS.

Disclaimer of warranties: The Platform is provided on an "as is" and "as available" basis, without any warranty of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted availability. We do not warrant that the Platform will be error-free, that defects will be corrected, or that the Platform is free of viruses or other harmful components.

Exclusion of liability: To the fullest extent permitted by applicable Nigerian law, X Word Wide Limited, its directors, officers, employees, agents, and successors shall not be liable for any losses, damages, costs, or expenses (whether direct, indirect, special, consequential, or otherwise) arising from or in connection with:

• The quality, safety, fitness for purpose, or legality of goods sold by Vendors.
• Delays in delivery caused by Dispatchers, logistics providers, or external factors.
• Unauthorised access to your account resulting from your failure to safeguard your credentials.
• Errors, omissions, or inaccuracies in responses generated by AI systems on the Platform.
• Service interruptions caused by scheduled maintenance, infrastructure failures, force majeure events (including but not limited to natural disasters, government actions, power outages, internet infrastructure failures, epidemics, or pandemics), or events beyond our reasonable control.
• Actions or omissions of third-party service providers integrated with the Platform.

Cap on liability: Without prejudice to the exclusions above, our maximum aggregate liability to you in respect of any claim arising out of or in connection with these Terms or your use of the Platform shall not exceed the lesser of: (a) the total Platform service fees charged to you on the specific transaction giving rise to the claim; or (b) ₦50,000 (fifty thousand Naira).

Nothing in these Terms limits our liability for death or personal injury caused by our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by applicable Nigerian law.

You agree to defend, indemnify, and hold harmless X Word Wide Limited and its directors, officers, employees, agents, successors, and assigns (collectively, the "Indemnified Parties") from and against any and all claims, actions, proceedings, losses, liabilities, damages, costs, and expenses (including reasonable legal fees) arising out of or in connection with:

• Your access to or use of the Platform, or your inability to use the Platform.
• Your breach of any provision of these Terms.
• Any content you upload to the Platform, including UGC that infringes a third party's intellectual property, privacy, or other rights.
• Your violation of any applicable law, regulation, or governmental order.
• Your violation of the rights of any third party, including other Users, Vendors, service providers, hosts, or drivers.
• Disputes between you and other Users that arise outside the Platform's formal dispute resolution process.

We reserve the right to assume exclusive control of any matter for which you are required to indemnify us. You agree to cooperate with our defence of such claims. You will not settle any claim without our prior written consent.

These Terms and any dispute or claim arising out of or in connection with them (including any non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law provisions.

Step 1. Mediation: Before commencing any court proceedings, the parties agree to attempt in good faith to resolve any dispute through structured mediation, with each party bearing its own costs. Either party may initiate mediation by providing written notice to the other party. If the parties cannot agree on a mediator within 10 business days of the notice, either party may apply to the Lagos Court of Arbitration to appoint one. The mediation process shall be completed within30 days of the appointment of the mediator, unless both parties agree in writing to an extension.

Step 2. Litigation: If the dispute is not resolved through mediation within the 30-day period, either party may refer the matter to the courts. The parties irrevocably submit to the exclusive jurisdiction of the courts of Lagos State for the resolution of all disputes that are not resolved through mediation.

Data protection complaints: If your dispute relates to the processing of your personal data, you have the right to lodge a complaint with the Nigeria Data Protection Commission (NDPC) at ndpc.gov.ng, in addition to or instead of pursuing the mediation and litigation process described above.

If you have any questions about these Terms, wish to exercise your legal rights, or need to contact us for any reason, please reach us through any of the following channels:

• Company: X Word Wide Limited
• Address: No. 24 Bello Street, Ibeju-Lekki, Lagos, Nigeria
• Legal enquiries: [email protected]
• Customer support: [email protected]
• Website: buychat.ng

We aim to acknowledge all legal correspondence within 5 business days and to provide a substantive response within 14 business days. For urgent matters. such as reports of illegal content, child safety concerns, or law enforcement requests. please mark your communication "URGENT" in the subject line and we will prioritise your message.