1. Acceptance of Terms
By accessing or using the Shop Africa USA website, mobile site, seller portal, or admin portal (collectively, the "Platform"), you ("User") agree to be bound by these Terms & Conditions ("Terms") and by our Privacy Policy. If you are using the Platform as a seller, you also agree to the Seller Agreement. If you do not agree, do not use the Platform.
2. Who We Are
Shop Africa USA is a marketplace operated by [Company entity name], a [State] limited liability company with its principal place of business in [City], New Jersey, USA ("Shop Africa USA," "we," "us," or "our"). The Platform connects sellers of African and African-diaspora products ("Sellers") with buyers in the United States ("Buyers").
3. Eligibility
You must be at least 18 years old and able to form a legally binding contract under U.S. law to use the Platform. Sellers must additionally:
- Be a legally registered business or sole proprietorship authorized to operate in the United States;
- Hold any applicable federal, state, and local licenses for the products they sell;
- Comply with U.S. Food and Drug Administration (FDA), U.S. Department of Agriculture (USDA), and Customs requirements where applicable.
4. Accounts
You are responsible for safeguarding your login credentials and for any activity that occurs under your account. Notify us immediately at support@shopafricausa.com of any unauthorized use. Accounts are non-transferable.
5. Marketplace Role
Shop Africa USA is a venue. Buyers contract directly with Sellers for any purchase. We are not a party to those contracts, do not take title to inventory, and do not warrant the quality, safety, or legality of items listed by Sellers. Sellers are independently responsible for their products, descriptions, fulfillment, and post-sale service.
6. Listings & Content
6.1 Seller-provided content
Sellers warrant that all listings — including titles, descriptions, photographs, and metadata — are accurate, not misleading, and do not infringe any third party's intellectual property, publicity, or privacy rights. Sellers grant Shop Africa USA a non-exclusive, royalty-free, worldwide license to display, reproduce, and adapt listing content on the Platform, in marketing materials, and in the Shopify storefront.
6.2 Prohibited products
The following may not be listed: counterfeit goods; weapons, ammunition, or controlled substances; live animals; alcohol or tobacco without the appropriate licensing; items requiring refrigeration unless cold-chain shipping is verified; products subject to recall; items in violation of U.S. import laws; hateful, defamatory, or sexually explicit content. We reserve the right to remove any listing at our sole discretion.
7. Orders, Payments & Refunds
Order processing is handled through Shopify Payments and any payment processors Shop Africa USA elects to use. Sellers set the price of their goods. Shop Africa USA collects payment on behalf of the Seller and remits the Seller's share according to the Seller Agreement and the published payout schedule. Refunds are governed by each Seller's return policy, which must comply with Shop Africa USA's minimum return standards.
8. Fees
Sellers pay a commission of ten percent (10%) on each completed sale, net of refunds and chargebacks, unless a different rate is agreed in writing. Commission is automatically deducted before payout. Shop Africa USA may revise fee schedules with thirty (30) days' notice.
9. Intellectual Property
"Shop Africa USA," the Shop Africa USA logo, and all related marks are trademarks of [Company entity name]. The Platform's design, code, and editorial content are the property of Shop Africa USA and are protected by U.S. and international copyright law. Nothing in these Terms grants you any right to use our marks except as expressly permitted in writing.
10. User Conduct
You agree not to: (a) violate any law; (b) infringe any third party's rights; (c) interfere with the Platform's operation; (d) attempt to gain unauthorized access; (e) scrape, mirror, or republish content; (f) use the Platform to send unsolicited communications; or (g) misrepresent your identity or affiliation.
11. Disclaimers
THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHOP AFRICA USA DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that the Platform will be uninterrupted or error-free.
12. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, SHOP AFRICA USA WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUES, OR DATA. OUR AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THE PLATFORM WILL NOT EXCEED THE GREATER OF (A) THE FEES PAID BY YOU TO SHOP AFRICA USA IN THE TWELVE MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY, OR (B) ONE HUNDRED U.S. DOLLARS ($100).
13. Indemnification
You will defend, indemnify, and hold harmless Shop Africa USA, its affiliates, and their respective officers, directors, employees, and agents from any claim, loss, or expense (including reasonable attorneys' fees) arising out of your use of the Platform, your listings, or your breach of these Terms.
14. Termination
We may suspend or terminate your access to the Platform at any time, with or without cause and with or without notice, if we reasonably believe you have violated these Terms. Sections that by their nature should survive termination (including Sections 9, 11, 12, 13, and 16) will survive.
15. Modifications
We may modify these Terms at any time. We will post the updated Terms on the Platform with a revised "Last updated" date. Material changes will be communicated by email or by an in-Platform notice at least thirty (30) days before they take effect. Continued use of the Platform after the effective date constitutes acceptance.
16. Governing Law & Dispute Resolution
These Terms are governed by the laws of the State of New Jersey, USA, without regard to conflict-of-laws principles. Any dispute will be resolved exclusively in the state or federal courts located in [County], New Jersey, and the parties consent to personal jurisdiction in those courts. You waive any right to a jury trial and to participate in any class or representative proceeding to the maximum extent permitted by law.
17. Contact
Questions about these Terms can be sent to legal@shopafricausa.com or by mail to:
Shop Africa USA
Attn: Legal
[Street address]
[City], NJ [Zip]
By using the Platform, you confirm you have read, understood, and agreed to these Terms.