Terms of Service

Welcome to Builtrly. These Terms of Service (“Terms”) constitute a legally binding agreement between you and Builtrly Technologies Ltd(“Builtrly,” “we,” “us,” or “our”) governing your access to and use of the Builtrly platform, including all related websites, applications, APIs, dashboards, and services (collectively, the “Platform”).

By registering for an account, clicking “I Agree,” or otherwise accessing or using the Platform, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you may not access or use the Platform.

These Terms are in addition to any other agreements you may enter into with us, including our Privacy Policy and our Security & SLA Policy, which are incorporated by reference.

To use the Builtrly Platform, you must:

• Be at least 18 years of age;
• Have the legal capacity to enter into a binding agreement in your jurisdiction;
• Not be prohibited from using the Platform under applicable laws;
• Provide accurate, complete, and up-to-date registration information;
• Operate a legitimate business that complies with all applicable laws.

If you are using the Platform on behalf of a business or legal entity, you represent that you have the authority to bind that entity to these Terms, and that “you” includes both you as an individual and the entity you represent.

To access most features of the Platform, you must create an account. You are responsible for:

• Maintaining the confidentiality of your login credentials;
• All activity that occurs under your account, whether or not authorized by you;
• Notifying us immediately at security@builtrly.app if you suspect any unauthorized access or breach of your account;
• Keeping your profile information accurate and current.

We reserve the right to refuse registration, cancel accounts, or remove content at our discretion. You may not create multiple accounts to circumvent limitations on free-tier usage or to evade a suspension.

Subject to these Terms and payment of applicable fees, Builtrly grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform solely for your lawful business purposes.

You may use the Platform to:

• Build and manage an online storefront for your business;
• List, manage, and sell products and services;
• Process payments from customers via integrated payment gateways;
• Manage orders, inventory, customer data, and business analytics;
• Use AI-assisted tools to generate content and manage your store (subject to applicable plan limits).

You may not sublicense, resell, or otherwise transfer your rights under these Terms to any third party without our prior written consent.

As a merchant using the Builtrly Platform, you are solely responsible for:

• Your products and services: Ensuring that everything you sell complies with applicable laws, does not infringe third-party intellectual property rights, and is accurately described.
• Customer relationships: Handling disputes, refunds, chargebacks, and customer complaints arising from transactions on your store. Builtrly facilitates the platform but is not a party to your transactions with customers.
• Customer data: Handling your customers' personal data lawfully and in compliance with the Nigeria Data Protection Act 2023 and any other applicable laws. You are the data controller for your customer data; Builtrly processes it only on your instructions.
• Tax compliance: Collecting and remitting all applicable taxes (including VAT) arising from your sales. Builtrly does not provide tax advice.
• Regulatory compliance: Obtaining all necessary licenses, permits, and approvals required to operate your business and sell your products or services.
• Pricing accuracy: Ensuring that prices displayed on your store are accurate, and that any promotions or discounts are applied correctly.

You agree not to use the Platform to:

• Sell illegal goods or services, including counterfeit products, narcotics, weapons, or stolen property;
• Engage in fraudulent activity, money laundering, or financial crime;
• Distribute malware, viruses, or other harmful software;
• Harass, threaten, or abuse other users, customers, or Builtrly staff;
• Violate any applicable laws or regulations, including consumer protection, anti-spam, and competition laws;
• Circumvent any technical measures or access controls implemented by Builtrly;
• Scrape, crawl, or extract data from the Platform in bulk without written permission;
• Reverse engineer, decompile, or disassemble any portion of the Platform;
• Use the Platform to host adult content, gambling services, or pyramid schemes;
• Impersonate any person or entity, or falsely claim an affiliation with Builtrly;
• Engage in any activity that interferes with or disrupts the Platform or its servers.

Violations of this section may result in immediate suspension or termination of your account, reporting to law enforcement authorities, and civil or criminal liability.

You warrant that you are not located in, under the control of, or a national or resident of any country to which the United States, United Nations, or Federal Republic of Nigeria has embargoed goods or services. You further warrant that you are not listed on any government list of prohibited or restricted parties. You may not use the Platform for any purpose prohibited by local or international law, including the development or distribution of weapons or money laundering.

Builtrly facilitates payment collection for your business via integrated payment processors. You acknowledge that:

• All customer payments are processed by our payment gateway partners. Builtrly is not a payment processor and does not hold merchant funds.
• Payment gateway fees (typically a small percentage per transaction) are charged by the payment processor and are separate from Builtrly subscription fees.
• Payouts to your registered bank account are governed by the terms and timelines of the payment processor you have connected.
• You are responsible for resolving payment disputes and chargebacks with your customers. Builtrly may assist with documentation but bears no financial liability for chargebacks or refund obligations.

Builtrly offers subscription plans with different feature sets and limits. By subscribing to a paid plan:

• You authorize us to charge your selected payment method on a recurring basis (monthly or annually, depending on your chosen billing cycle).
• Subscription fees are charged in advance. All fees are non-refundable unless otherwise stated or required by law.
• We reserve the right to change subscription pricing with at least 30 days' written notice. Existing subscribers will be notified by email before any price change takes effect.
• If your payment fails, we may downgrade or suspend your account after a grace period. You will receive notification before any suspension.
• Free plan features are provided as-is and may be modified or withdrawn at any time with reasonable notice.
• You may cancel your subscription at any time from your dashboard settings. Cancellation takes effect at the end of your current billing period. You will retain access to paid features until the end of that period.

9.1 Builtrly's Intellectual Property

The Platform, including all software, designs, logos, trademarks, documentation, AI models, and proprietary content, is owned by or licensed to Builtrly. These Terms do not grant you any right, title, or interest in or to the Platform beyond the limited license described in Section 4.

9.2 Your Intellectual Property

You retain full ownership of all content, product listings, images, store copy, and data you create or upload to the Platform (“Merchant Content”). By uploading Merchant Content, you grant Builtrly a worldwide, royalty-free, non-exclusive license to host, display, reproduce, and process your content solely to operate the Platform and provide the services to you.

You represent and warrant that you own or have the necessary rights to all Merchant Content you submit, and that its use by you and by Builtrly as described in these Terms does not infringe any third-party rights.

We welcome your feedback and suggestions for improving the Platform. By submitting feedback, ideas, or suggestions to us, you agree that we are free to use, disclose, reproduce, modify, license, transfer, and otherwise distribute and exploit them for any purpose, without restriction and without any compensation to you. You grant us a perpetual, irrevocable, royalty-free license to use any feedback you provide.

The Builtrly AI Agent may generate content (such as product descriptions, store copy, or marketing text) on your behalf. You acknowledge that:

• AI-generated content is provided as a starting point and may require review and editing before publishing;
• You are solely responsible for reviewing, approving, and any use of AI-generated content. Builtrly does not warrant the accuracy, completeness, or fitness for purpose of AI-generated content;
• You own any AI-generated content created on your behalf through the Platform, subject to any applicable limitations under intellectual property law.

Your use of the Platform is also governed by our Privacy Policy, which is incorporated into these Terms by reference. By using the Platform, you consent to the collection and use of your information as described therein.

The Platform may integrate with third-party services (such as payment processors, logistics and shipping providers, couriers, and marketing tools). These services are subject to their own terms and privacy policies. You acknowledge and agree that:

• Builtrly is not responsible for the availability, accuracy, or conduct of any third-party service provider.
• When utilizing third-party shipping, courier, or logistics integrations through the Platform to fulfill orders, Builtrly acts solely as a technological intermediary connecting you with the provider.
• Builtrly is not liable for delayed, lost, stolen, or damaged shipments, nor for any discrepancies in shipping rates, customs duties, or fulfillment timelines provided by the third-party logistics provider.
• Any disputes, claims for damages, or refund requests related to shipping, fulfillment, or third-party services must be resolved directly with the relevant provider or courier.

Builtrly respects the intellectual property rights of others. If you believe that your copyrighted work has been infringed by a merchant on our Platform, please send a written notification to legal@builtrly.app. Your notice must include:

• Identification of the copyrighted work claimed to have been infringed;
• Identification of the allegedly infringing material, including its URL;
• Your contact information (name, address, telephone number, and email);
• A statement that you have a good faith belief that the use is unauthorized;
• A physical or electronic signature of the copyright owner or authorized representative.

We may suspend or terminate the accounts of merchants who are repeat infringers.

While we implement robust security and infrastructure measures, the Platform is provided on an "as is" basis. You are solely responsible for maintaining independent backups of all Merchant Content, product catalogs, customer lists, and transaction records. Builtrly shall not be liable for any loss, corruption, or destruction of data.

Furthermore, the Platform may be temporarily unavailable for scheduled maintenance or due to unforeseen outages. Builtrly is not liable for any lost revenue, sales, or profits resulting from Platform downtime or technical disruptions.

THE PLATFORM IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, BUILTRLY DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT;
• WARRANTIES THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE;
• WARRANTIES REGARDING THE ACCURACY OR RELIABILITY OF AI-GENERATED CONTENT;
• WARRANTIES REGARDING OUTCOMES OR RESULTS FROM USING THE PLATFORM.

Builtrly does not warrant that your store will generate any particular level of sales, traffic, or revenue. Business outcomes depend on factors outside our control.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BUILTRLY, ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, OR LICENSORS BE LIABLE FOR:

• INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
• LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES;
• DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR DATA;
• DAMAGES ARISING FROM YOUR RELIANCE ON AI-GENERATED CONTENT OR PLATFORM RECOMMENDATIONS.

IN ALL CASES, BUILTRLY’S TOTAL CUMULATIVE LIABILITY TO YOU FOR ANY CLAIM ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL FEES YOU PAID TO BUILTRLY IN THE THREE (3) MONTHS PRECEDING THE CLAIM, OR (B) ₦50,000.

You agree to indemnify, defend, and hold harmless Builtrly and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to:

• Your use of the Platform in violation of these Terms;
• Your Merchant Content, products, or services;
• Your violation of any third-party rights, including intellectual property and privacy rights;
• Any dispute between you and your customers;
• Your breach of applicable laws or regulations.

We may suspend or terminate your account and access to the Platform at any time, with or without notice, for any of the following reasons:

• Breach of these Terms or any associated policy;
• Non-payment of subscription fees;
• Suspected fraud, illegal activity, or misuse of the Platform;
• Receipt of valid legal orders or regulatory directions;
• Extended inactivity on free accounts (we will provide notice before doing so).

You may terminate your account at any time through your dashboard settings or by contacting hello@builtrly.app. Upon termination, your right to access the Platform ceases immediately, and we may delete your data in accordance with our data retention policy (see our Privacy Policy). Sections 10, 11, 17, 18, 19, 21, and 22 of these Terms survive termination.

Builtrly and the Merchant are independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between you and Builtrly. You have no authority to bind Builtrly, and Builtrly is not responsible for your business operations or customer disputes.

These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria, without regard to its conflict of law principles.

Any dispute arising from or in connection with these Terms shall be resolved first through good-faith negotiation between the parties. If a dispute cannot be resolved within 30 days of written notice, it shall be referred to binding arbitration under the Arbitration and Conciliation Act (Cap A18) of Nigeria. The seat of arbitration shall be Lagos, Nigeria, and proceedings shall be conducted in English.

Notwithstanding the above, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent imminent or ongoing harm.

We reserve the right to modify these Terms at any time. When we make material changes, we will notify you by email and by posting a notice on the Platform at least 14 days before the changes take effect. Minor changes (such as typographical corrections or clarifications) may be made without prior notice.

Your continued use of the Platform after the effective date of revised Terms constitutes your acceptance of the changes. If you do not agree to the revised Terms, you must stop using the Platform and may close your account.

For questions or concerns about these Terms, please contact us: