Terms

Terms of Service

Terms of Service – Mekaria.ng

Effective Date: October 20, 2025

These Terms of Service (“Agreement” or “Terms”) constitute a legally binding agreement between Mekaria Limited, a Lagos-based company with its principal place of business at B 16& B17 Akinyemi Plaza, Lekki-Epe Expressway (“Company,” “we,” “us,” or “our”), and you, the client (“Client,” “you,” or “your”). By accessing or using our procurement services (“Services”), including but not limited to sourcing, supplier management, negotiation, and procurement consulting, you agree to be bound by these Terms. If you are entering into this Agreement on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.
This Agreement is a Master Services Agreement (MSA) that governs the general terms of our relationship. Specific projects or engagements will be detailed in separate Statements of Work (“SOW”) or Work Orders, which are incorporated herein by reference. In the event of a conflict between this Agreement and an SOW, the terms of this Agreement shall prevail unless the SOW explicitly states otherwise.
1. Definitions
• “Confidential Information”: Any non-public information disclosed by one party to the other, including but not limited to business strategies, supplier data, pricing, and procurement plans.
• “Intellectual Property”: Patents, trademarks, copyrights, trade secrets, and other proprietary rights.
• “Services”: The procurement-related services provided by the Company, as described in Section 2 and any applicable SOW.
• “SOW”: A document outlining the specific scope, deliverables, timelines, and fees for a particular engagement.
2. Description of Services
We provide procurement services to help you source goods, services, and suppliers efficiently. Services may include supplier identification, contract negotiation, cost analysis, risk assessment, logistics, and supply chain optimization. All Services will be performed in a professional manner consistent with industry standards.
The scope of Services for each engagement will be detailed in an SOW, which must be mutually agreed upon and signed by both parties. We reserve the right to refuse or modify any SOW that does not align with our capabilities or ethical standards.  We will make commercially reasonable efforts to meet agreed-upon timelines, but delivery dates are estimates and not guarantees.
3. Client Obligations
You agree to:
• Provide accurate and timely information necessary for us to perform the Services, including access to your procurement needs, budgets, and relevant data.
• Cooperate with us in good faith, including responding to requests for approvals or feedback within reasonable timeframes.
• Comply with all applicable laws and regulations in your use of the Services.
• Not use the Services for any illegal, unethical, or unauthorized purpose.
Failure to meet these obligations may result in delays, additional fees, or termination of the Services.
4. Fees and Payment
Fees for Services will be specified in the applicable SOW and may include fixed fees, hourly rates, or performance-based incentives (e.g., a percentage of cost savings achieved). All fees are exclusive of taxes, which are your responsibility.
Prices or fees will be valid only within the timelines specified on invoices issued.

  1. Confidentiality
    Each party agrees to treat the other’s Confidential Information with at least the same degree of care as it treats its own similar information, but no less than reasonable care. Confidential Information shall not be disclosed to third parties without prior written consent, except as required by law (with prompt notice to the disclosing party).
    This obligation survives termination of the Agreement for [3-5] years. Upon termination, each party shall return or destroy the other’s Confidential Information.
    6. Intellectual Property
    We retain all rights to our pre-existing Intellectual Property, including procurement tools, methodologies, and software. Any new Intellectual Property developed during the Services (“Work Product”) will be owned by [us/you/jointly as specified in SOW].
    You grant us a limited, non-exclusive license to use your data and materials as necessary to provide the Services. We may use anonymized data from the Services for internal analytics and improvement purposes.
    7. Warranties and Disclaimers
    We warrant that:
    • Services will be performed with reasonable care and skill.
    • We have the authority to enter into this Agreement.
    • Services will comply with applicable laws.
    You warrant that any information you provide is accurate and does not infringe third-party rights.
    EXCEPT AS EXPRESSLY STATED, ALL SERVICES ARE PROVIDED “AS IS” WITHOUT WARRANTIES OF ANY KIND, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
    8. Limitation of Liability
    IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFITS, EVEN IF ADVISED OF THE POSSIBILITY. OUR TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID UNDER THE APPLICABLE SOW IN THE 12 MONTHS PRECEDING THE CLAIM.
    This limitation does not apply to gross negligence, willful misconduct, or breaches of confidentiality.
    9. Indemnification
    You agree to indemnify, defend, and hold us harmless from any claims arising from your misuse of the Services, products procured, violation of laws, or provision of inaccurate information.
    We agree to indemnify you from claims that our Services infringe third-party Intellectual Property rights, provided you notify us promptly and cooperate in the defense.
    10. Term and Termination
    This Agreement commences on the Effective Date and continues for [1 year/indefinitely until terminated]. Either party may terminate with [30-60] days’ written notice.
    We may terminate immediately for your material breach (e.g., non-payment), and you may terminate for our material breach after providing a cure period. Upon termination, all outstanding fees become due, and surviving obligations (e.g., confidentiality) continue.
    11. Dispute Resolution
    Any disputes arising under this Agreement shall first be attempted to be resolved through good-faith negotiations. If unresolved, disputes shall be submitted to our attorneys for expanded mediation/arbitration.
    The prevailing party in any legal action shall be entitled to recover reasonable attorneys’ fees.
    12. Governing Law
    This Agreement is governed by the laws of Nigeria, without regard to conflict of laws principles. Exclusive jurisdiction lies in Nigerian courts.
    13. Miscellaneous
    • Force Majeure: Neither party is liable for delays caused by events beyond reasonable control (e.g., natural disasters, wars).
    • Independent Contractor: We are an independent contractor; no partnership or employment relationship is created.
    • Amendments: Changes must be in writing and signed by both parties.
    • Severability: If any provision is invalid, the remainder remains enforceable.
    • Entire Agreement: This Agreement supersedes all prior understandings.
    • Notices: All notices must be in writing and sent via [email/certified mail] to the addresses provided.
    • Assignment: You may not assign this Agreement without our consent; we may assign to affiliates or in connection with a merger.
    If you have questions about these Terms, contact us at [email/phone].
    By using our Services, you acknowledge that you have read, understood, and agree to these Terms.

Refund Policy

At Mekaria, we strive to deliver high-quality goods sourced on behalf of our clients with accuracy and care. Our refund policy outlines the conditions under which refunds or remedies may be provided for goods procured through our services. Please review this policy carefully before engaging our procurement services.

  1. Eligibility for Refunds

Refunds or remedies may be considered under the following circumstances:

  • Non-Delivery of Goods: The ordered goods are not delivered 30 days after stipulated lead time, and the delay is directly attributable to Mekaria’s failure to fulfill the procurement order.
  • Defective or Non-Conforming Goods: The goods delivered do not meet the specifications agreed upon in the procurement contract or purchase order (e.g., wrong item, defective product, or failure to meet quality standards).
  • Supplier Failure: The supplier fails to deliver goods as per the agreed terms, and Mekaria is unable to source a suitable replacement within a reasonable timeframe.
  • Failure of Inspection: Upon inspection, product is found defective and unfit for shipping – refund is less the actual, documented inspection and due diligence costs.  

Refunds are not eligible in the following cases:

  • Client changes their mind or no longer requires the goods after procurement has been initiated.
  • Issues arising from the client’s failure to provide accurate specifications or instructions.
  • Delays or issues caused by third-party logistics providers (e.g., shipping companies) beyond Mekaria’s control, unless otherwise specified in the service agreement.
  • Goods damaged after delivery due to improper handling or storage by the client.
  1. Refund Request Process

To request a refund or remedy, clients must follow these steps:

  1. Submit a Request: Contact our support team at sales@mekaria.ng within 10 business days of receiving the goods or the expected delivery date (for non-delivery). Include the following:
    • Order number or reference ID.
    • Detailed description of the issue (e.g., defect, non-delivery, or non-conformance).
    • Supporting evidence, such as photos of defective goods or delivery documentation.
  2. Review Period: Mekaria will review the request within 10 business days and may contact the client for additional information or clarification.
  3. Resolution: If the request is approved, Mekaria will determine the appropriate remedy, which may include:
    • A full or partial refund to the original payment method.
    • Replacement of the goods at no additional cost.
    • Credit toward future procurement services.
    • Deduction of bank transactional charges and other fees necessary or incurred preparatory to scheduled procurement
  1. Supplier-Dependent Refunds

As Mekaria procures goods from third-party suppliers, refund eligibility and timelines may depend on the supplier’s policies. We will work diligently to negotiate refunds or replacements on your behalf. In cases where a supplier refund is processed, Mekaria will pass through the refund to the client, less any applicable service fees as outlined in the service agreement.

  1. Processing Time
  • Approved refunds will be processed within 10 business days of approval.
  • Refunds will be issued to the original payment method unless otherwise agreed.
  • For non-delivery or defective goods, Mekaria may require the return of goods (if applicable) at our expense before processing the refund.
  1. Service Fees

Mekaria’s procurement service fees are non-refundable unless the issue is directly attributable to our error or negligence. Service fees are outlined in the service agreement or invoice provided at the time of procurement.

  1. Limitations
  • Refunds are limited to the amount paid by the client for the goods and associated procurement services.
  • Mekaria is not liable for consequential damages, lost profits, or other indirect losses resulting from issues with procured goods.
  • This policy does not affect any statutory rights you may have under applicable laws.
  1. Contact Us

For refund requests or questions about this policy, please contact us at: sales@mekaria.ng.

We are committed to resolving any issues promptly and fairly to ensure your satisfaction.

  1. Policy Changes

Mekaria reserves the right to update or modify this refund policy at any time. Changes will be effective upon posting to our website (www.mekaria.ng) or upon direct notification to clients. Continued use of our services after changes constitutes acceptance of the updated policy.

 

Email: sales@mekaria.ng

Website: https://mekaria.ng