A1. About these Marketplace Terms

1.1 These Marketplace Terms are issued by the Kantin Kwari Market Board, of [Market Board office address, to be confirmed] (the "Market Board"). They set the rules for buying and selling on the Kantin Kwari Digital Market (the "Marketplace").

1.2 The Marketplace is powered by PeerPay Network (PeerPay Digital Assets Limited) ("PeerPay"). Your use of the technology, your account and the processing of payment instructions are governed by the PeerPay Platform Terms of Service ("Platform Terms"), which you accept when you create your account. These Marketplace Terms should be read together with the Platform Terms, the Platform Privacy Notice, the Cookie Notice and the Fee Schedule.

1.3 These Marketplace Terms are in four parts: Part A (General Marketplace Terms), Part B (Vendor Terms), Part C (Buyer Protection, Returns and Refunds) and Part D (Dispute Resolution).

1.4 If these Marketplace Terms and the Platform Terms conflict, the Platform Terms prevail on any matter concerning technology, accounts, security, fraud and compliance controls, payment instructions, PeerPay's service charges, intellectual property and PeerPay's liability. These Marketplace Terms prevail on trading rules.

1.5 By ticking the acceptance box, you agree to these Marketplace Terms.

A2. The Marketplace and the parties behind it

2.1 The Marketplace is the official digital marketplace of Kantin Kwari Market, Kano. It is established and owned by the Market Board. The Market Board sets the trading rules, fees and levies, and is the party with whom Vendors hold their trading relationship.

2.2 PeerPay provides and operates the technology on which the Marketplace runs, under a licence arrangement with the Market Board. PeerPay operates the Resolution Desk under authority delegated by the Market Board (Part D).

2.3 EARN Integrated Resources and Services Limited ("EARN") is the custodian of the Kantin Kwari market digitisation programme. EARN supports vendor mobilisation, enrolment and training under the EARN Programme Participation Terms.

2.4 Money paid on the Marketplace is received and held by the Partner Bank named in the Platform Terms, which is licensed by the Central Bank of Nigeria. Deliveries are made by the Logistics Partner, currently GIG Logistics, or by the other delivery options shown at checkout.

2.5 When you buy on the Marketplace, the contract of sale is between you and the Vendor. Neither the Market Board, nor PeerPay, nor EARN is the seller of the goods.

A3. Prohibited Items

3.1 The following must not be listed or sold on the Marketplace:

• Counterfeit goods, and goods that infringe a trademark, design, copyright or other intellectual property right, including fabrics carrying copied brand names or protected designs.
• Goods imported, stored or traded in breach of Nigerian customs law, including goods on the Federal Government Import Prohibition List that were not lawfully imported.
• Goods that fail mandatory Standards Organisation of Nigeria (SON) or NAFDAC requirements where they apply.
• Stolen goods, and goods the Vendor has no right to sell.
• Weapons, drugs, hazardous materials, and any other item whose sale is unlawful in Nigeria.
• Any other item in the Prohibited Items list published on the Marketplace, as updated by the Market Board.

3.2 Listings for Prohibited Items may be removed, payments on affected orders may be withheld, and the matter may be reported to the relevant authorities.

A4. Listings, prices and product information

4.1 Vendors are responsible for making their listings accurate and complete. A listing must state the fabric type, composition, colour, pattern, width, length or quantity (for example, per yard, per bundle or per piece), origin where known, condition, price and availability.

4.2 Colours on screen may differ slightly from the actual goods. A small difference of this kind does not make an item "not as described" unless the difference is material.

4.3 All prices are in Nigerian Naira and include VAT where the Vendor is required to charge it. Delivery charges, fees, levies and service charges are shown separately before payment.

4.4 If a price is clearly wrong (for example, because of a typing error), the Vendor may cancel the order before dispatch, and the Buyer will receive a full refund.

A5. Orders

5.1 An order is an offer by the Buyer to buy from the Vendor. The contract of sale is formed when the Vendor accepts the order on the Marketplace. The Buyer receives a confirmation on screen and by SMS or WhatsApp.

5.2 If a Vendor does not accept an order within 24 hours, the order is treated as declined and the Buyer's payment is refunded in full.

5.3 For wholesale, bulk or custom orders (for example, fabric cut to length or dyed to order), the Vendor may issue a quote through the Marketplace. A quote that is accepted and paid forms part of the order.

5.4 All orders placed on the Marketplace must be paid for through the Marketplace checkout. An order paid outside the Marketplace is not covered by Buyer protection.

A6. Fees and levies

6.1 The fees and levies for trading on the Marketplace are set by the Market Board and published in the Fee Schedule. PeerPay's service charges are set out in the Platform Terms and are also shown in the Fee Schedule.

6.2 All fees, levies and service charges are itemised before a payment is confirmed. They are deducted at source through the Partner Bank, as set out in the Platform Terms.

6.3 Changes to the fees and levies set by the Market Board are published at least 30 days before they take effect, except where a change is required by law.

A7. Delivery and collection

7.1 Delivery options, estimated delivery times and charges are shown at checkout. Goods may be delivered by the Logistics Partner or collected from the Vendor's shop at Kantin Kwari Market.

7.2 Risk in the goods passes to the Buyer when they are delivered to the Buyer or the Buyer's agent, or when the Buyer collects them.

7.3 If an order is not delivered within 7 days after the estimated delivery date, the Buyer may cancel it and receive a full refund.

A8. Liability of the Market Board

8.1 To the extent permitted by law, the Market Board is not liable for indirect or consequential loss, or for loss caused by a Vendor, a Buyer, PeerPay, the Partner Bank, the Logistics Partner or any other third party. The Market Board's total liability to you in any 12-month period is limited to the greater of: (a) the fees and levies you paid to it in that period; and (b) ₦100,000.

8.2 Nothing in these Marketplace Terms limits a consumer's rights under the Federal Competition and Consumer Protection Act 2018, or any liability that cannot be limited by law.

A9. Changes, governing law and contact

9.1 The Market Board may update these Marketplace Terms by giving at least 14 days' notice on the Marketplace, and by SMS or email, for material changes.

9.2 These Marketplace Terms are governed by the laws of the Federal Republic of Nigeria. Disputes are resolved as set out in Part D.

9.3 These Marketplace Terms are written in English. A Hausa translation is provided for convenience. If the two conflict, the English version prevails.

9.4 Contact: Kantin Kwari Market Board, [Market Board office address, to be confirmed]. Marketplace support: through the Help Centre in the app.

B1. Your trading relationship

1.1 Your trading relationship on the Marketplace is with the Market Board. By accepting these Vendor Terms, you agree with the Market Board to trade on the Marketplace under these Marketplace Terms, the Fee Schedule and the rules of Kantin Kwari Market.

1.2 Your Vendor account, the Platform's technology and the processing of payments are provided by PeerPay under the Platform Terms, which you must also accept.

B2. Becoming a Vendor

2.1 To sell on the Marketplace, you must complete Vendor onboarding and be approved. Onboarding requires: identification of the owner or authorised person (NIN and BVN); CAC registration (business name or company) where applicable; a Nigerian bank account in the Vendor's registered name; your shop details at Kantin Kwari Market (block, shop number and association); and a TIN where applicable.

2.2 The Market Board and your market association confirm your shop and membership details. PeerPay and licensed verification providers verify your identity and bank account. Approval may be refused or withdrawn if verification cannot be completed.

2.3 EARN's field officers may help you prepare for onboarding. However, you must accept these Marketplace Terms and the Platform Terms personally, using an OTP sent to your verified phone number.

2.4 You must report any change to your ownership, bank account, authorised persons or shop location within 7 days.

B3. Listing standards

3.1 You must list only goods that you own or are authorised to sell, that are lawfully in Nigeria, and that are in stock or clearly marked with a lead time.

3.2 Listings must meet the requirements of clause A4, use genuine photos of the actual goods, and state the unit of sale clearly. You must keep stock levels accurate.

B4. Accepting and fulfilling orders

4.1 You must accept or decline each order within 24 hours. You must dispatch it, or make it ready for collection, within 48 hours of acceptance, unless a longer time is stated in the listing or quote.

4.2 You must pack goods properly, mark the order as dispatched, and hand goods only to the Buyer, the Buyer's named agent, or the Logistics Partner against the Platform's collection code.

4.3 Repeated late dispatch, cancellations or upheld complaints may lead to lower search ranking, restrictions or suspension.

B5. Fees, levies and payments

5.1 You must pay the fees and levies in the Fee Schedule, as well as PeerPay's service charges under the Platform Terms. All of these are deducted from the order amount before it is paid to you, and each deduction is shown on your Vendor statement.

5.2 When an order is completed under Part C, the order amount, less fees, levies, service charges, refunds and any other amounts due, is paid by the Partner Bank to your verified bank account within one working day.

5.3 Payments are made only to a bank account in your own registered name. If you change your bank account, it must be re-verified, and payments to the new account may be held for 48 hours.

5.4 Payments may be delayed, withheld or set off where there is an open dispute, a chargeback, a suspected breach of these Marketplace Terms or the Platform Terms, suspected fraud, or a legal requirement. If you have a high rate of upheld disputes or chargebacks, up to 10% of each payment may be held in reserve for up to 30 days.

5.5 You will receive at least 30 days' notice of any increase in fees or levies. You may close your Vendor account before an increase takes effect.

B6. Tax

6.1 You are responsible for your own taxes, including income tax and VAT where you are required to register for it. Where the law requires, tax may be collected or withheld on transactions, and transaction information may be reported to the tax authorities.

B7. Buyer data

7.1 You may use Buyer data only to fulfil and support the relevant order. You must not use it for your own marketing without the Buyer's separate agreement, and you must not sell or share it. You must keep it secure, delete it when you no longer need it, and report any unauthorised access to it within 24 hours.

B8. Responsibility for your goods

8.1 You are responsible for your goods, including their quality, safety, compliance with standards, labelling and lawful importation, and for honouring the Buyer's rights under consumer protection law.

8.2 You agree to compensate the Market Board, PeerPay and EARN for any claims, penalties and reasonable costs arising from your goods, your listings, your breach of these Marketplace Terms, or your infringement of anyone's rights.

B9. Suspension and exit

9.1 The Market Board may suspend or end your right to trade on the Marketplace if you breach these Marketplace Terms or the rules of Kantin Kwari Market, on 30 days' notice for any other reason, or immediately where the law requires it. PeerPay may also suspend your account under the Platform Terms.

9.2 You may stop trading on 14 days' notice. You must fulfil, or cancel and refund, all open orders. Your remaining balance is paid to you once the dispute and chargeback period for your last orders has ended, less any amounts due.

9.3 You must continue to comply with the rules of the Market Board and your market association.

C1. How your payment is protected

1.1 When you pay for an order, your money is held by the Partner Bank. It is not released to the Vendor until the order is completed.

C2. Inspection period

2.1 You have 48 hours from delivery or collection to inspect the goods and either confirm receipt or report a problem in the app. If you do neither within that time, the order is treated as received in good condition. Your statutory rights are not affected.

C3. When an order is completed

3.1 An order is completed when you confirm receipt, when the inspection period ends without a problem being reported, or when a dispute about the order is finally resolved under Part D.

C4. Cancellations

4.1 You may cancel an order for a full refund at any time before the Vendor dispatches it.

4.2 Custom orders, such as fabric cut to a length you specified or dyed to order, cannot be cancelled once the Vendor has started work, unless the Vendor agrees.

C5. Returns and refunds

5.1 You are entitled to a refund, a replacement or a repair if the goods: are not delivered; are materially different from the listing (for example, the wrong fabric, colour, pattern, quantity or length); are damaged or defective; or are counterfeit.

5.2 You must report the problem within the inspection period and include photos. Unless the Vendor offers otherwise, you must return the goods unused, with their tags and packaging, within 7 days of the return being approved.

5.3 If the Vendor or the goods are at fault, the Vendor pays for return delivery. If you return goods because you changed your mind (where the listing allows this), you pay for return delivery.

5.4 Goods that have been cut to length, customised, made to order, washed, sewn or altered cannot be returned because you changed your mind. They can still be returned if they are defective or not as described.

5.5 Approved refunds are made to your original payment method within 5 working days of approval, or of the Vendor receiving the returned goods where a return is required.

5.6 If goods are lost or damaged in transit, you receive a refund or a replacement under this Part. Any claim between the Vendor and the Logistics Partner is handled between them and does not delay your remedy.

D1. Purpose

1.1 This Part explains how disputes on the Marketplace are handled, who handles them and how long each stage takes. Every dispute is logged with a reference number, and every step, piece of evidence and decision is recorded on the Platform.

1.2 Nothing in this Part removes your right to complain to a regulator or to go to court. This Part does, however, determine how money held by the Partner Bank for an order is released.

D2. Order disputes between Buyers and Vendors

2.1 Order disputes include goods not received, goods not as described, damaged, defective or counterfeit goods, and disagreements about cancellations, returns and refunds.

2.2 Stage 1: direct resolution. The Buyer opens a dispute in the Resolution Centre within the inspection period and attaches evidence. The Vendor must respond within 48 hours by offering a refund, a partial refund, a replacement or a return, or by explaining why the claim is not accepted. If the Vendor does not respond in time, the Buyer's claim is upheld and the Buyer is refunded.

2.3 Stage 2: the Resolution Desk. If the Buyer and the Vendor have not agreed within 72 hours of the dispute being opened, either of them may refer it to the Resolution Desk. The Market Board has delegated the operation of the Resolution Desk to PeerPay. The Resolution Desk reviews the order record, messages, photos, delivery and collection evidence, and the Logistics Partner's records. It may request more information from either party, who must provide it within 48 hours. It issues a written decision, with reasons, within 5 working days of the referral.

2.4 Stage 3: appeal to the Market Board. Either party may appeal a Resolution Desk decision to the Market Board Disputes Committee within 7 days of the decision. The Committee considers the record and any further submissions, may invite the parties to a hearing, and issues a written decision within 14 days of the appeal. The Committee's decision is final as to the release of the money held for the order.

2.5 While an order dispute is open, the money for the order stays with the Partner Bank. Once the dispute is resolved, the Partner Bank is instructed to release it, refund it or divide it, in line with the agreement between the parties or the decision.

2.6 Decisions are based on the evidence and on these Marketplace Terms. The main factors are: whether the goods matched the listing; the delivery and collection records; the condition of any returned goods; and whether each party met the time limits.

2.7 PeerPay operates the Resolution Desk as an administrative service. The Market Board and PeerPay are not liable for the outcome of any dispute decision made in good faith.

D3. Payment disputes

3.1 Payment disputes, such as unauthorised or duplicate debits, failed transfers, wrong amounts and delayed refunds or payments to Vendors, are handled under the Platform Terms. They are passed to the Partner Bank, which handles them under the Central Bank of Nigeria's consumer protection rules. If you are not satisfied with the Partner Bank's response, you may escalate to the Consumer Protection Department of the Central Bank of Nigeria.

D4. Intellectual property and prohibited goods

4.1 Anyone may report a listing that infringes their rights or offers a Prohibited Item by using the Report Listing form. The Resolution Desk may remove or suspend the listing within 48 hours. The Vendor is told of the removal and may respond within 7 days. The listing may be restored if the report proves unfounded. A Vendor who repeatedly lists infringing or prohibited goods will be suspended. Where a report suggests possible criminal activity, the matter may be referred to the authorities.

D5. Vendor disputes with the Market Board

5.1 Disputes about Vendor approval, fees and levies, suspension by the Market Board or compliance with market rules are handled under the Market Board's internal review procedure. A Vendor may request a review in writing, through the Platform or at the Market Board office, within 14 days of the decision. The Market Board responds in writing within 14 days.

D6. Other disputes with the Market Board

6.1 Any other dispute with the Market Board arising from these Marketplace Terms should be raised first through the Help Centre or at the Market Board office. If it is not resolved within 30 days, either party may refer it to mediation at the Kano State Multi-Door Courthouse. If it is not resolved within 30 days of the mediation starting, it will be finally resolved by arbitration under the Arbitration and Mediation Act 2023, before a sole arbitrator. The seat of arbitration is Kano and the language is English.

6.2 Disputes with PeerPay are resolved under the Platform Terms. Consumers may still complain to the Federal Competition and Consumer Protection Commission, or bring a claim in a court that handles small claims.

D7. Records and reporting

7.1 Dispute records, evidence and decisions are kept for six years after the dispute is closed. Monthly summary reports on disputes, without personal data, are provided to the Market Board and EARN.