Terms & Conditions

1. Description of Service

ShopSynch provides an API-first e-commerce platform that helps merchants manage products, inventory, carts, checkout, payments, orders, customer interactions, customer-facing product pages, and related business workflows.

Merchants may access and use ShopSynch by integrating directly with the ShopSynch API, using the merchant dashboard, storefront, checkout, WhatsApp flows, PWA, or combining these access methods for their business operations.

ShopSynch may update, improve, suspend, replace, or discontinue any part of the platform where necessary to maintain, secure, or improve the Service.

2. User Accounts and Merchant Responsibilities

To use certain features of the Service, you must register for an account and provide accurate business, contact, identity, compliance, and settlement information. You are responsible for:

• Providing accurate, complete, and lawful information during onboarding, compliance review, and continued use of ShopSynch.
• Keeping your business profile, settlement account, product information, customer-facing details, and contact information up to date.
• Maintaining the security of your account credentials, API keys, dashboard access, WhatsApp access, connected devices, and team permissions.
• Using ShopSynch only for lawful business activities and in compliance with applicable laws and regulations.
• All activity carried out through your account, API keys, dashboard users, WhatsApp workflows, or other connected access channels.

3. Compliance Review

Compliance review helps ShopSynch verify merchant identity, business details, settlement readiness, and platform eligibility. Submitting compliance information does not guarantee approval.

ShopSynch may approve, reject, request corrections, place limits on, suspend, or revoke access where information is incomplete, inaccurate, misleading, unlawful, suspicious, or inconsistent with platform requirements. You must promptly notify ShopSynch if submitted compliance information changes.

4. Dashboard, Storefront, WhatsApp, and PWA Usage

Merchants may use ShopSynch dashboards, storefront pages, checkout flows, WhatsApp experiences, and PWA interfaces to create products, generate checkout links, communicate with customers, and manage orders.

You remain responsible for products created or published, prices, discounts, taxes, fees, delivery charges, orders accepted or updated, customer messages, team members invited to your store, and customer-facing claims, images, descriptions, policies, availability, and delivery timelines.

Where WhatsApp or PWA flows are used, customer communications must be truthful, lawful, respectful, and related to legitimate business activity.

5. Products, Orders, and Fulfillment

You are solely responsible for the products and services you sell through ShopSynch. You agree that:

• Product descriptions, images, pricing, stock availability, and delivery expectations must be accurate.
• You will not sell prohibited, illegal, counterfeit, unsafe, misleading, or restricted products.
• You are responsible for fulfilling orders accepted through your store.
• You are responsible for resolving customer issues relating to product quality, availability, warranties, returns, exchanges, and merchant-specific policies.
• ShopSynch may remove, restrict, or suspend products, stores, or accounts that create legal, fraud, safety, regulatory, reputational, or operational risk.

6. Fees, Payments, and Settlement

• Pricing Model: ShopSynch may charge a percentage-based fee, flat fee, subscription fee, or other fee as specified in your chosen plan, agreement, or applicable product flow.
• Payment Processing: Payments and settlements may be processed through authorized payment, banking, and settlement infrastructure. The provider used may vary by transaction type, location, payment method, merchant configuration, or operational requirement.
• Settlement: Funds from successful transactions, minus applicable ShopSynch fees, payment processing fees, chargebacks, reversals, refunds, taxes, deductions, and other applicable charges, will be settled into the bank account provided by the merchant after applicable processing cycles and reviews.
• Merchant Responsibility: You are responsible for providing accurate settlement account details and promptly updating them when they change.
• Settlement Restrictions: ShopSynch may delay, suspend, reverse, or restrict settlement where required for fraud prevention, dispute handling, compliance review, chargebacks, suspected illegal activity, account verification, or platform safety.

Settlement timelines shown in the dashboard or customer-facing flows are estimates unless expressly stated otherwise.

7. Logistics and Delivery Services

Logistics, delivery, pickup, fulfillment, courier, or shipping services may be provided or supported by third-party service providers. ShopSynch may help merchants connect to logistics workflows, display delivery options, generate delivery charges, or track delivery statuses, but ShopSynch is not the carrier, courier, warehouse operator, rider, driver, or physical handler of goods unless expressly stated in writing.

• Delivery timelines, fees, pickup availability, tracking updates, proof of delivery, failed deliveries, returns, and related logistics actions may depend on third-party logistics providers.
• You are responsible for packaging products appropriately, providing accurate pickup and delivery information, and setting realistic delivery expectations for customers.
• You remain responsible for customer support and customer communication relating to the order, even where a third-party logistics provider handles delivery.
• ShopSynch may assist with escalation or provide available tracking information, but such assistance does not make ShopSynch liable for the actions or omissions of logistics providers.

8. API Usage and Restrictions

We grant you a limited, non-exclusive, non-transferable license to access and use the ShopSynch API for your business purposes. You agree NOT to:

• Use the API in any way that violates applicable laws.
• Share secret API keys or authentication credentials publicly.
• Bypass authentication, authorization, rate limits, usage limits, or security controls.
• Reverse engineer, decompile, or attempt to extract the source code of the Service.
• Use the API for fraud, spam, unauthorized data access, unauthorized data scraping, or "crawling."
• Exceed the rate limits or usage quotas associated with your plan.
• Interfere with the availability, reliability, or security of ShopSynch or connected services.

You are responsible for testing your integration, handling errors correctly, securing customer data, and ensuring your implementation gives customers accurate information before they pay or place an order.

9. Data, Privacy, and Customer Information

You are responsible for collecting, using, storing, and processing customer information lawfully. You agree to use customer data only for legitimate business purposes connected to your store and orders, protect customer data from unauthorized access or misuse, avoid sending spam or deceptive messages, and comply with applicable privacy, consumer protection, electronic communication, and data protection laws.

ShopSynch may process merchant, customer, transaction, order, and usage data as needed to provide, secure, improve, audit, and support the platform.

10. Third-Party Services

ShopSynch may rely on third-party services for payments, settlement, logistics, messaging, hosting, identity verification, analytics, communication, fraud prevention, infrastructure, and other operational functions.

Third-party services may have their own terms, policies, fees, limits, downtime, and compliance requirements. ShopSynch is not responsible for losses caused by third-party service failure, downtime, misconduct, delays, incorrect processing, policy enforcement, or other actions outside ShopSynch's reasonable control. Third-party providers may change from time to time and do not need to be specifically named in these Terms.

11. Prohibited Activities

You must not use ShopSynch to:

• Sell illegal, stolen, counterfeit, unsafe, regulated, or prohibited goods or services.
• Commit fraud, money laundering, identity theft, chargeback abuse, or other unlawful activity.
• Mislead customers, third-party providers, or ShopSynch.
• Upload harmful code, attempt unauthorized access, or disrupt platform operations.
• Abuse payment, settlement, logistics, WhatsApp, PWA, dashboard, API, or customer-facing workflows.
• Violate intellectual property rights, privacy rights, consumer rights, or applicable laws.

12. Intellectual Property

ShopSynch and its original content, features, and functionality are and will remain the exclusive property of ShopSynch and its licensors. Our trademarks and trade dress may not be used in connection with any product or service without our prior written consent.

13. Platform Availability

ShopSynch aims to provide a reliable platform, but we do not guarantee uninterrupted, error-free, or always-available service. The platform may be unavailable or degraded because of maintenance, updates, internet issues, infrastructure failure, third-party service downtime, security incidents, force majeure events, or other circumstances outside our reasonable control.

14. Limitation of Liability

To the maximum extent permitted by law, ShopSynch shall not be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profit, revenue, goodwill, data, customers, business opportunity, or reputation.

ShopSynch will not be liable for losses caused by merchant misuse, inaccurate information, unlawful activity, incorrect bank account, delivery, product, customer, or order information, third-party payment, banking, settlement, logistics, messaging, hosting, identity verification, infrastructure providers, customer fraud, disputes, failed deliveries, chargebacks, reversals, refunds, regulatory holds, or unauthorized access caused by weak credentials, shared credentials, compromised devices, leaked API keys, or poor access control.

Nothing in these Terms excludes liability that cannot be excluded under applicable law.

15. Indemnity

You agree to defend, indemnify, and hold ShopSynch harmless from claims, losses, damages, penalties, liabilities, costs, and expenses arising from your use or misuse of ShopSynch, your products, services, orders, deliveries, customer commitments, business operations, breach of these Terms, violation of applicable laws or third-party rights, or claims made by customers, team members, service providers, regulators, or other third parties in connection with your store or business activities.

16. Suspension, Restrictions, and Termination

ShopSynch may suspend, restrict, or terminate your account, API access, dashboard access, WhatsApp access, PWA access, products, settlements, or other platform features where necessary to protect customers, merchants, third-party providers, ShopSynch, or the platform.

Reasons may include failed or incomplete compliance review, suspected fraud, illegal activity, prohibited products, high dispute or failed delivery risk, inaccurate business or settlement information, security concerns, breach of these Terms or applicable laws, or requests from payment, banking, logistics, compliance, regulatory, or law enforcement partners.

Termination or suspension does not remove obligations that arose before termination, including customer support obligations, payment obligations, dispute resolution, refunds, chargebacks, indemnity, and compliance duties.

17. Governing Law

These Terms shall be governed and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law provisions.

18. Changes to Terms

We reserve the right to modify or replace these Terms at any time. Updates may be posted on the ShopSynch website, shown within the dashboard, included in compliance flows, or communicated through other reasonable channels. Where required, continued use of ShopSynch after updated Terms are made available means you accept the updated Terms.

19. Contact Us

If you have any questions about these Terms, please contact us at:

• Email: contact@shopsynch.com
• Phone: +234 813 197 4410