PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY! PLEASE PAY ATTENTION TO PROVISIONS THAT EXCLUDE OR LIMIT LIABILITY AND TERMS OF DISPUTE RESOLUTION, GOVERNING LAW AND JURISDICTION, WHICH MAY APPEAR IN CAPITAL LETTERS. THIS AGREEMENT RELATES TO WWW.WAFMART.COM , WWW.WAFPAYONLINE.COM
Thank you for trading on Wafmart.com web-based market and transaction platforms. This Transaction Services Agreement (this “Agreement”) describes the terms and conditions on which you conclude online transactions for products and services by using the websites, mobile sites, mobile applications and other online transaction portals owned, operated, branded or made available by WafUnicus Procurement Services. This Agreement contains various limitations on wafmart.com transaction services offered through the Sites as well as gives various powers and authority to WafUnicus Procurement Services with respect to online transactions effected using transaction services offered through wafmart.com and www.wafpayonline.com. This includes without limitation the power and authority to reject or cancel an online transaction, to refund the funds to a buyer or to release the funds to a seller. You should read this Agreement and, to the extent as applicable, the relevant Transactional Terms (defined in clause 1.2 below), and other rules and policies of Wafmart.com (including those specified in clause 1.3), as well as (i) the Wafpay Services Agreement made between you as a User (as defined below) and Wafunicus Procurement Services, who reserve the sole ownership and rights of wafmart.com and wafpayonline.com and (ii) wafmart.com Supplemental Services Agreement between you as a User and wafmart.com (as defined below) (the “wafmart.com Supplemental Services Agreement”) carefully which are hereby incorporated into this Agreement by reference.
1. APPLICATION AND ACCEPTANCE OF TERMS
1.1 Contracting Party: This Agreement is entered into between you (also referred to as “Member” hereinafter) and the wafmart.com contracting entity determined in accordance with this clause 1.1 (“wafmart.com” or “we”) for use of wafmart.com’s certain transaction services offered through the Sites as described hereunder.
If you are from outside Nigeria and within Nigeria, you are contracting with WafUnicus Procurement Services (incorporated in Nigeria with Company Reg. No. BN2841209)
Notwithstanding anything to the contrary in the forgoing provisions of this clause 1.1, if you are resident in Nigeria or access and use the wafmart.com and wafpayonline Sites from any of the Relevant Jurisdictions, you are contracting with WafUnicus Procurement Services.
1.2 Transactional Terms: wafmart.com provides an online transaction platform and ancillary services on the Sites (such platform and services, the “Transaction Services”) which allow registered members of the Sites to conclude online transactions for products or services within the Sites and whatsapp subject to the terms of this Agreement. wafmart.com may publish transaction rules, dispute rules and other rules and policies for any type of online transactions and any subsequent amendments or modifications (“Transactional Terms”) as may be made from time to time. Such Transactional Terms are expressly incorporated into this Agreement by reference and you agree to be bound by such rules and policies.
1.3 General Terms: You agree that you shall also comply with relevant rules and policies published on the Sites which are also incorporated into this Agreement by reference (“General Terms”). The General Terms include without limitation:
– Free Membership Agreement
– Product Listing Policy;
1.4 Binding Agreement: This Agreement, including the Transactional Terms and the General Terms, and, to the extent as applicable, the Wafpay Services Agreement and the wafmart.com Supplemental Services Agreement, form a legally binding agreement between you and wafmart.com in relation to your use of the Transaction Services. By accessing and using the Transaction Services, you agree to accept and be bound by this Agreement. Please do not use the Transaction Services if you do not accept all of the terms of this Agreement.
1.5 Amendments: wafmart.com may amend any terms of this Agreement including the Transactional Terms, the General Terms, the wafmart.com Supplemental Services Agreement and other related agreements at any time by posting the relevant amended and restated version on the Sites. The amended terms shall be effective immediately upon posting. We will endeavor to give you advance notice of material changes to this Agreement. By continuing to use the Transaction Services, you agree that the amended terms will apply to you. This Agreement may not otherwise be amended except in writing by an authorized officer of wafmart.com.
1.6 Language Version: If wafmart.com has posted or provided translation terms of this Agreement, including the Transactional Terms, the General Terms and other related agreements, you agree that the translation is provided for convenience only and that the English language version will govern your use of the Transaction Services.
1.7 Wafmart.com Affiliates: Some of the Transaction Services may be supported by our affiliates.
1.8 Additional Terms: In some cases, you may be required to additionally enter into a separate agreement with wafmart.com or our affiliates in connection with the Transaction Services (“Additional Terms”). If there is any contradiction between the provisions of this Agreement and the provisions of the Additional Terms, the Additional Terms shall govern the relevant types of Transaction Services or Online Transactions (defined below in clause 2.1), as appropriate.
1.9 Membership Services: This Agreement does not affect your agreement with us or any of our affiliates concerning your subscription and use of the membership services of the Sites, unless otherwise stipulated in this Agreement or the relevant service agreement.
2. TRANSACTIONAL SERVICES
2.1 Transaction Services: wafmart.com’s Transaction Services are designed to facilitate registered members of the Sites to place, accept, conclude, manage and fulfill orders for the provision of products and services online within the Sites (“Online Transactions”), which may include certain services which will be either supported by (i) Wafpay or its affiliates, or (ii) wafmart.com reserves the right to change, upgrade, modify, limit or suspend the Transaction Services or any of its related functionalities or applications at any time temporarily or permanently without prior notice without any liability for any losses or damages arising out of or in connection with such suspension or termination. wafmart.com further reserves the right but shall not be obliged to introduce new features, functionalities or applications to the Transaction Services or to future versions of the Transaction Services. All new features, functionalities, applications, modifications, upgrades and alterations shall be governed by this Agreement, unless otherwise expressly stated by wafmart.com.
2.2 Members Only: wafmart.com’s Transaction Services are only available to registered members of the Sites. If your subscription to the paid or free membership of the Sites expires or is terminated early for any reason, you are not eligible to use the Transaction Services. In the event that you have a valid Online Transaction under this Agreement at the point at which your paid or free membership registration on the Sites is terminated, wafmart.com shall have the full discretion and authority to refund to Buyer and/or release to Seller (both Buyer and Seller as defined below) all or part of the funds under the Online Transactions as wafmart.com considers appropriate in its sole discretion. If you are a Seller, you are required to provide a valid bank account subject to verification and confirmation by wafmart.com and our affiliates.
2.3 Types of Transactions: wafmart.com’s Transaction Services are available to those types of Online Transactions permitted by wafmart.com only. For any type of Online Transactions, wafmart.com may limit any or all of the Transaction Services to a specified group of members in accordance with the relevant Transactional Terms. The types of Online Transactions and other benefits, features and functions of the Transaction Services available to a registered member may vary for different countries and regions. No warranty or representation is given that the same type and extent of transactions, benefits, features and functions will be available to all members.
2.4 Lawful Items: The products or services of an Online Transaction using the Transaction Services must be lawful items and must not be otherwise prohibited or restricted by this clause 2.4. You shall not use the Transaction Services in connection with any Online Transaction that:
(a) May infringe wafmart.com’s or any third party’s legitimate or proprietary rights including but not limited to copyright, trademark right, patent or other intellectual property rights;
(b) May be in breach of the Product Listing Policy or the Intellectual Property Right (IPR) Protection Policy; or
(c) May be in breach of other terms of this Agreement including, but not limited to, the Transactional Terms, the General Terms and the wafmart.com Supplemental Services Agreement.
Wafmart.com shall have the right to refuse or cancel any Online Transaction which it determines in its sole discretion to be in breach of this clause 2.4
2.5 Refuse or Cancel Transactions: Apart from clause 2.4, wafmart.com reserves the right, at our sole discretion, to refuse or cancel any Online Transaction for any reason without any liability for any losses or damages arising out of or in connection with such refusal or cancellation. Some situations that may result in an Online Transaction being rejected or canceled include where problems are identified by our credit and fraud control department, where wafmart.com has reason to believe the Online Transaction is unauthorized, violates any law, rule or regulations or may otherwise subject wafmart.com or any of our affiliates to liability. Wafmart.com may also require additional verifications or information for any Online Transaction, and you agree to provide such verifications and information to Wafmart.com upon request.
2.6 Wafpay Services and Wafmart.com Supplemental Services:
(a) Wafmart.com may, through Wafpay, provide certain services for certain Online Transactions (“Wafpay Services”). Wafpay Services are provided by Wafunicus Procurement Services and its affiliates to receive payment of funds in support of Sites for the Online Transactions. The Wafpay Services are provided in accordance with the terms and conditions set out in the Wafpay Services Agreement.
(b) Buyer Protection Plan: Wafmart.com may also provide buyer protection plan for certain Online Transactions. In case of Seller who has been offered to subscribe to the buyer protection plan, upon entering into a separate agreement with Wafpay or Wafmart.com (as the case may be), Seller may be required to provide deposits using the methods as designated by Wafpay or Wafmart.com on the Sites to secure Seller’s due performance of obligations under the relevant buyer protection plan. Seller agrees to permit and hereby authorizes Wafmart.com to deduct, withhold and dispose any deposits provided in accordance with the terms under the relevant buyer protection plan. Buyer acknowledges and agrees that the protection afforded to you under a buyer protection plan applies to those Online Transactions where the Seller subscribed to such plan and the purchase falls within the buyer protection plan’s scope and (i) Wafpay Services under clause 3.4 of the Wafpay Services Agreement and (ii) wafmart.com Supplemental Services under clause 3.4 of the wafmart.com Supplemental Services Agreement will not be applicable to you for such Online Transactions if Seller subscribed to buyer protection plan and such plan already covers your purchase. Buyer acknowledges and agrees and Seller wafmart.com add guarantees for the Seller on such Online Transactions within the scope of buyer protection plan without further notifying Buyer. The guarantee service will be performed, revised, suspended and/or terminated according to the agreement reached between the guarantee service provider and the Seller.
2.7 Transactional Terms: For any type of Online Transactions, wafmart.com may impose additional restrictions, limitations and prohibitions as well as penalties for any violations in the relevant Transactional Terms.
2.8 Disputes between Buyers and Sellers: You agree that any Dispute arising between you and the other party to an Online Transaction will be handled in accordance with clause 10, and that wafmart.com shall have the full right and power to make a determination for such Dispute or to delegate or sub-contract such power to another party. Upon receipt of a Dispute, wafmart.com shall have the right to request either or both of Buyer and Seller to provide supporting documents. You agree that wafmart.com shall have the absolute discretion to reject or receive any supporting document. You also acknowledge that WafUnicus Procurement Services is not a judicial or arbitration institution and will make the determinations only as an ordinary non-professional person. Further, we do not warrant that the supporting documents that the parties to the Dispute submit will be true, complete or accurate. You agree not to hold Alibaba.com and our affiliates liable for any material which is untrue or misleading. You agree to release and indemnify WafUnicus Procurement Services (and our agents, affiliates, directors, officers and employees) from all claims, demands, actions, proceedings, costs, expenses and damages (including without limitation any actual, special, incidental or consequential damages) arising out of or in connection with such dispute.
2.9 Powers of wafmart.com: You expressly acknowledge and agree that wafmart.com shall have the full power, authority and discretion to reject or cancel an Online Transaction without any liability for any losses or damages arising out of or in connection with such refusal or cancellation and to make a determination on any dispute between buyer and seller including the remittance of the funds under an online transaction that are held by Wafpay as instructed by wafmart.com in accordance with this Agreement, the Wafpay Services Agreement, and the relevant Transactional Terms. You also acknowledge that this Agreement, the Wafpay Services Agreement, the wafmart.com Supplemental Services Agreement and the relevant Transactional Terms may not cover all issues that may arise in connection with an Online Transaction. You agree and accept that wafmart.com shall have the right to modify or supplement the Transactional Terms at any time. You further agree and accept that wafmart.com shall have the right to make determinations wherever wafmart.com considers appropriate having regard to the evidence received by us, commonly accepted principles and practices in the relevant industries and interests of both Buyer and Seller regardless whether the issue in question has been expressly addressed in the Transactional Terms or this Agreement.
2.10 Wafmart.com’s Records: In case of any dispute in connection with any Online Transaction, the records of wafmart.com shall take precedence and be conclusive.
2.11 Transactions involving a third party finance provider.
You agree that:
(a) Wafmart.com does not guarantee any third party finance provider (the “Lender”) will provide financing to Buyer (defined in clause 3 below) in connection with the Online Transaction and shall not be held liable to either Buyer or Seller (defined in clause 3 below) in connection with any third party financing in connection with the Online Transaction;
(b) each of Buyer and Seller hereby authorizes Wafmart.com to disclose information related to Buyer, Seller and/or the Online Transaction to the Lender in connection with the Lender’s provision of financing for the Online Transaction; and
(c) Any dispute with the Lender in connection with the Online Transaction shall be resolved between the Lender and the Buyer. Notwithstanding the power given to Wafmart.com under this Agreement, it is not Wafmart.com’s obligation to resolve or assist in any way in the resolution of such dispute.
3. TRANSACTION BETWEEN SELLERS AND BUYERS
3.1 Seller and Buyer: For the purpose of this Agreement, the term “Seller” means the registered member who supplies the product(s) or service(s) under an Online Transaction, and the term “Buyer” means the registered member who purchases or acquires the product(s) or service(s) under an Online Transaction.
3.2 Online Order: Seller and Buyer shall enter into an Online Transaction for products or services by completing, submitting and accepting an order online using the applicable standard order form on the Sites. Seller and Buyer yourselves shall be responsible for ensuring that you have agreed to, and specified, all the relevant terms and conditions for the products or services in the relevant online order form, including but not limited to the pricing, quantity, specifications, quality standards, inspection, shipping etc., save that:
a) for all transactions concluded on www.wafmart.com website, mobile site, applications or mobile-optimized applications, the Buyer shall be the importer on record for customs and taxation purposes, unless otherwise agreed upon between the Buyer and Seller,
b) for all transactions concluded on www.wafmart.com or the mobile applications relating thereto, all risks of damage and loss of products purchased by a Buyer under a transaction (will be borne solely by the Buyer upon physical delivery to the specified address, and
c) without prejudice to b) above, title to the products purchased by Buyers from the Russian Federation on www.wafmart.com (or the mobile applications relating thereto), will transfer from a Seller to a Buyer upon the Buyer’s confirmation as provided upon occurrence of the event in clause 3.3(a) of the Wafmart.com Supplemental Services Agreement or clause 3.3(a) of the Wafpay Services Agreement (as the case may be), or expiration of the prescribed time limit as provided in clause 3.3(b) of the Wafmart.com Supplemental Services Agreement or clause 3.3(b) of the Wafpay Services Agreement (as the case may be).
Wafmart.com may refuse to process or cancel, without liability for any losses or damages arising out of or in connection with such refusal or cancellation, any Online Transaction which in Wafmart.com’s reasonable opinion, has insufficient information to constitute a binding contract.
3.3 Online Transactions Subject to This Agreement: An Online Transaction is additionally subject to the applicable terms and conditions set forth in this Agreement and the Transactional Terms. Seller and Buyer shall complete the Online Transaction according to the terms of the online order, the relevant Transactional Terms and this Agreement. Seller or Buyer may only cancel any Online Transaction in accordance with the relevant Transactional Terms.
3.4 Transaction between Seller and Buyer Only: Each Online Transaction is made by and between a Seller and a Buyer only. Despite that Wafmart.com makes available the Transaction Services and, if applicable, may conduct formality review(s) of an Online Transaction, Wafmart.com shall not be considered as a party to the Online Transaction. Wafmart.com does not represent the Seller nor the Buyer in any Online Transaction. Wafmart.com will not be responsible for the quality, safety, lawfulness or availability of the products or services offered under any Online Transaction or the ability of either Seller or Buyer to complete any Online Transaction. You agree that you will not hold Wafmart.com and our affiliates and agents liable for any losses, damages, claims, liabilities, costs or expenses arising from any Online Transactions, including any breach, partial performance or non-performance of the Online Transaction by the other party to the transaction.
3.5 Payment of Contract Price: For any Online Transaction, Buyer agrees to pay the full transaction price listed for Online Transaction to the Seller through the Wafpay website or services of Alibaba.com unless another option is made available directly byWafmart.com on the Sites. When using Wafpay or Wafmart to submit payment for an Wafmart.com Online Transaction, payments are (in the case of Online Transaction through Wafpay) processed through accounts owned by Wafpay or one of its affiliates and/or a registered third party service provider acting on Wafpay’s behalf, and (in the case of Online Transaction through Alibaba.com) processed through accounts owned by Alibaba.com or one of its affiliates and/or a registered third party service provider acting on wafmart.com’s behalf. The funds are received for the Seller in accordance with the Transaction Services Agreement. Seller agrees that the Buyer’s full payment of the transaction price listed for the Online Transaction to Wafpay or wafmart.com (as the case may be) constitutes final payment to Seller and Buyer’s payment obligation for the Online Transaction is fully satisfied upon receipt of funds by Wafpay’s or Wafmart.com’s account.
In the case the Online Transaction adopts Wafpay Services, the payment in connection with the Online Transactions concluded will be facilitated by Wafpay. Wafpay shall not dispose of any such fund except in accordance with Wafmart’s terms as agreed by Seller and Buyer which are set out in the terms and conditions of this Agreement and the Wafpay Services Agreement. Seller has requested and agreed that the settlement of funds to Seller be delayed as provided in the Wafpay Services Agreement.
By using the Wafpay Services, you acknowledge and agree that Wafpay is not a bank and the Wafpay Services should in no way be construed as the provision of banking services. Wafpay is not acting as a trustee, fiduciary or escrow with respect to User’s funds and it does not have control of, nor liability for, the products or services that are paid for with the Wafpay Services. Wafpay does not guarantee the identity of any User or ensure that a Buyer or a Seller will complete a transaction on Sites. You further agree that neither Buyer nor Seller will receive interest or other profits in relation to the Wafpay Services.
In the case the Online Transaction adopts Wafmart.com Supplemental Services, the payment in connection with the Online Transactions concluded will be facilitated by Wafmart.com. Wafmart.com shall not dispose of any such fund except in accordance with Wafmart.com’s terms as agreed by Seller and Buyer which are set out in the terms and conditions of this Agreement and the Wafmart.com Supplemental Services Agreement. Seller has requested and agreed that the settlement of funds to Seller be delayed as provided in the Wafmart.com Supplemental Services Agreement.
By using the Wafmart.com Supplemental Services, you acknowledge and agree that Wafmart.com is not a bank and the Wafmart.com Supplemental Services should in no way be construed as the provision of banking services. Wafmart.com is not acting as a trustee, fiduciary or escrow with respect to User’s funds and it does not have control of, nor liability for, the products or services that are paid for with the Wafmart.com Supplemental Services. Wafmart.com does not guarantee the identity of any User or ensure that a Buyer or a Seller will complete a transaction on Sites. You further agree that neither Buyer nor Seller will receive interest or other profits in relation to the Wafmart.com Supplemental Services.
3.6 Payment Methods: Please note that the payment methods available on the Sites may be provided by Wafmart.com’s partners. If there is any chargeback or reversal of any payment requested by a payment service partner, Seller agrees that Wafmart.com has the right to refund the money so requested by the payment service partner without liability to Seller. Wafmart.com will use reasonable efforts to assist you in participating in the dispute resolution process of the relevant payment service partners. However, if the participation in the dispute resolution process is subject to additional fees, this will be at your own cost only.
3.8 Your Agent: If you are required to conclude and complete an Online Transaction through an agent e.g. a Seller may be required to engage a qualified import and export agent as its export agent, such agent is merely an agent of you. If any obligations are required to be performed by the agent, you shall remain solely liable to the other party of the Online Transaction for the non-performance or default by your agent.
4. WAFMART.COM SERVICE FEES
4.1 Service Fees: Wafmart.com charges service fees for Online Transactions according to the fee schedules announced by Wafmart.com on the Sites. Wafmart.com reserves the right to charge any service fees for other types of Online Transactions upon prior notification published on the Sites. In a case where the Online Transaction adopts Wafpay Services, you hereby authorize Wafmart.com to instruct Wafpay or, with respect to payments originating in a Relevant Jurisdiction, WafUnicus Procurement Services to deduct any service fees that are due and payable to Wafmart.com under an Online Transaction and to pay the same to Wafmart.com when Wafpay releases any amount held by it under the Online Transaction. Neither Wafmart.com nor Wafpay has any control over, and are not responsible or liable for, the products or services that are paid for with our service. We cannot ensure that a buyer or a seller you are dealing with will actually complete the transaction.
4.2 Third Party Fees Not Included: The service fees charged by Wafmart.com do not include any fees (including all taxes) for any service or product that you may acquire or purchase in connection with the Online Transaction. It shall be your responsibility to settle the fees with such third party vendors.
4.3 Taxes, Financial Charges Not Included: All fees charged by Wafmart.com are exclusive of any taxes (such as VAT), duties or other governmental levies or any financial charges. You agree to pay and be responsible for any such taxes, duties, levies or charges for the use of the Transaction Services in addition to our service fees. In the event Wafmart.com is required by any applicable law to collect or withhold any taxes or duties, you agree to pay such taxes or duties to Wafmart.com. You will also be liable for any financial charges for remission of funds to you, and Wafmart.com shall have the right to pay such charges from such funds. Wafmart.com and Wafpay shall have the right to deduct any financial charges incurred as a result of providing the Transaction Services and the party receiving the funds will bear the costs of such bank charges.
5. MEMBER’S RESPONSIBILITY
5.1 Provision of Information and Assistance: You agree to give all notices, provide all necessary information, materials and approval, and render all reasonable assistance and cooperation necessary for the completion of the Online Transactions and Alibaba.com’s provision of the Transaction Services. If your failure to do so results in delay in the provision of any Transaction Service, cancellation of any Online Transaction, or disposal of any funds, Alibaba.com shall not be liable for any losses or damages arising from such default, delay, cancellation or disposal.
5.2 Representations and Warranties: You represent and warrant that:
(a) You will use the Transaction Services in good faith and in compliance with all applicable laws and regulations, including laws related to anti-money laundering and counter-terrorism financing;
(b) All information and material you provide in connection with the use of the Transaction Services is true, lawful and accurate, and is not false, misleading or deceptive;
(c) You will not use the Transaction Services to defraud Wafmart, our affiliates, or other members or users of the Sites or engage in other unlawful activities (including without limitation dealing in products prohibited by law); and
(d) In case that you are a Seller of products, you have the legitimate right and authorization to sell, distribute or export the products using the Transaction Services and such products do not infringe any third party’s rights; and
(e) In case that you are a Seller of products, you have good title to the products ordered under the Online Transaction, and the products meet the agreed descriptions and requirements; and
(f) In case that you are a Seller of services, you will provide the services ordered with reasonable care and skills.
5.3 Breaches: If you are, in Wafmart’s opinion, not acting in good faith, abusing the Transaction Services, or otherwise acting in breach of this Agreement, Wafmart.com shall have the right to cancel the relevant Online Transaction(s) at any time without any liability for any losses or damages arising out of or in connection with such cancellation. Wafmart.com also reserves the right to impose any penalty, or to temporarily or permanently suspend or terminate your use of the Transaction Services, temporarily or permanently suspend or terminate or procure the suspension or termination of your paid or free membership on the Sites. Wafmart.com also reserves the right to (i) temporarily suspend the transaction functionalities of your account with Wafmart.com for a prescribed period determined by Wafmart.com, or permanently terminate the use of your Wafmart.com account and/or (ii) authorize Wafpay to temporarily suspend the transaction functionalities of your Wafpay account for a prescribed period determined by Wafmart.com, or permanently terminate the use of your Wafpay account without any liability for any losses or damages arising out of or in connection with such suspension or termination. Wafmart.com may also publish the findings, penalties and other records regarding the breaches on the Sites.
5.4 Obligations to Pay Taxes: You shall be solely responsible for payment of any taxes (such as VAT), duties or other governmental levies or any charges or fees that may be imposed on any products or services purchased or supplied under or in connection with the Online Transactions.
5.5 Feedback System: You shall not take any action which may undermine the integrity of Wafmart.com’s feedback system, such as providing positive feedback on oneself on the Sites using secondary Member IDs or through third parties or by providing unsubstantiated negative feedback on another member on the Sites.
5.6 Indemnification by Member: You agree to indemnify wafmart.com and our affiliates, employees, directors, officers, agents and representatives and to hold them harmless, from any and all losses, damages, actions, claims and liabilities (including legal costs on a full indemnity basis) which may arise, directly or indirectly, from your use of the Transaction Services or from your breach of this Agreement. Wafmart.com reserves the right, at our own discretion, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you shall cooperate with Wafmart.com in asserting any available defenses.
6.1 Confidential Obligations: You shall keep confidential all confidential information provided by other members of the Sites or by Watmart.com or any of its affiliates in connection with any Online Transaction or the Transaction Services.
6.2 Confidential Information: All information and material provided by another member of the Sites or by Wafmart.com or any of its affiliates will be deemed to be confidential information unless such information or material is already in the public domain or has subsequently becomes public other than due to your breach of the confidential obligations.
6.4 Data Protection and Privacy Role of Sellers: Sellers acknowledge that they have their own data protection and privacy compliance responsibilities with respect to personal information of Buyers or other individuals that the Seller processes. Sellers represent and warrant, and undertake to Wafmart.com to ensure, that in relation to such personal information they are and will be fully compliant with all applicable data protection and privacy laws, including without limitation maintaining their own records of such personal information independently of the platform (to the extent required under applicable laws), complying with direct marketing laws, and responding to requests by individuals to exercise their rights under such laws. Neither Wafmart.com nor any of its affiliates is responsible or liable for a Seller’s fulfilment of their obligations under applicable data protection and privacy laws. For the avoidance of doubt, in relation to such personal information the liability and obligations of Wafmart.com and its affiliates under applicable data protection and privacy laws are entirely independent of and separate from the liability and obligations of Sellers under such laws. Wafmart.com shall have no liability to any Sellers for the compliance, by Wafmart.com or its affiliates, with its or their own obligations under applicable data protection or privacy laws, including without limitation in relation to the exercise by Buyers or other individuals of their rights regarding their personal information processed in connection with any services and products provided by Wafmart.com.
7. DISCLAIMER AND LIMITATION LIABILITY
7.1 No Warranty: You expressly agrees that your use of the Transaction Services is at your sole risk. TO THE FULL EXTENT PERMITTED BY LAW THE TRANSACTION SERVICES ARE PROVIDED ON THE “AS IS”, “AS AVAILABLE” AND “WITH ALL FAULTS” BASES, AND ALIBABA.COM MAKES NO REPRESENTATION OR WARRANTY THAT THE TRANSACTION SERVICES WILL BE UNINTERRUPTED, TIMELY OR ERROR FREE. ALIBABA.COM MAKES NO REPRESENTATION OR WARRANTY WITH RESPECT TO THE ACCURACY, TRUTHFULNESS AND COMPLETENESS OF THE INFORMATION PROVIDED BY ANY MEMBER OF THE ALIBABA.COM SITES. YOU WILL BE SOLELY RESPONSIBLE FOR ALL CONSEQUENCES RESULTING FROM YOUR OWN JUDGEMENT AND DECISION TO USE OR OTHERWISE RELY ON SUCH INFORMATION. ALIBABA.COM AND OUR AFFILIATES FURTHER EXPRESSLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF CONDITION, QUALITY, DURABILITY, PERFORMANCE, ACCURACY, RELIABILITY, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF SUCH POSSIBILITY WAS REASONABLY FORESEEABLE. ALL SUCH WARRANTIES, REPRESENTATIONS, CONDITIONS, UNDERTAKINGS AND TERMS ARE HEREBY DISCLAIMED AND EXCLUDED.
7.2 Exclusion and Limitation of Liabilities. TO THE FULL EXTENT PERMITTED BY LAW, WAFMART.COM SHALL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION DAMAGES FOR LOSS OF PROFITS OR REVENUES, BUSINESS INTERRUPTION, LOSS OF BUSINESS OPPORTUNITIES OR LOSS OF DATA, WHETHER IN CONTRACT, NEGLIGENCE, TORT, EQUITY OR OTHERWISE, ARISING FROM THE USE OF OR INABILITY TO USE THE TRANSACTION SERVICES. THE AGGREGATE LIABILITY OF WAFMART.COM AND OUR AFFILIATES AND AGENTS INCLUDING BUT NOT LIMITED TO WAFPAY ARISING FROM THE TRANSACTION SERVICES IN CONNECTION WITH ANY ONLINE TRANSACTION SHALL NOT EXCEED THE HIGHER OF THE SERVICE FEES CHARGED BY WAFMART.COM OR US$1,000.
7.3 SOME OR ALL OF THESE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU IF YOUR STATE, PROVINCE OR COUNTRY DOES NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE FOREGOING EXCLUSIONS OR LIMITATIONS MAY NOT APPLY TO YOU. YOU MAY ALSO HAVE OTHER RIGHTS UNDER YOUR LOCAL LAW IN YOUR STATE, PROVINCE OR COUNTRY THAT VARY FROM STATE TO STATE. NOTHING IN THIS AGREEMENT IS INTENDED TO AFFECT THOSE RIGHTS IF THEY ARE APPLICABLE TO YOU.
8. FORCE MAJEURE
8.1 Force Majeure: Under no circumstances shall Wafmart.com and our affiliates and agents be held liable for any delay or failure or disruption of the Transaction Services resulting directly or indirectly from acts of nature, forces or causes beyond our reasonable control, including without limitation, acts of God, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labour disputes, riots, insurrections, civil disturbances, shortages of labor or materials, terrorism, war, governmental actions, orders of domestic or foreign courts or tribunals.
9.1 Notices: Except as explicitly stated otherwise, legal notices shall be served on you by sending notices to the email address in your latest membership profile on the Sites. Notice shall be deemed given 24 hours after email is sent, unless we are notified that the email address is invalid. Alternatively, we may give you legal notices by mail to the address in your latest membership profile in which case the notice shall be deemed given five days after the date of mailing. Except as explicitly stated otherwise, legal notices shall be served on Wafmart.com (other than WafUnicus Procurement Services Limited) by sending the notices to Wafmart.com personally, by courier or certified mail at Rainbow Plaza, Zaramaganda Rayfield Road, Adjacent Silk Suites Hotel, Jos, Nigeria, for the attention of the Legal Department; while legal notices to WafUnicus Procurement Services Limited shall be sent personally, by courier or certified mail to firstname.lastname@example.org , Attn: Legal Department.
10. Governing Law; Jurisdiction
10.1 GOVERNING LAW. THIS AGREEMENT SHALL BE GOVERNED BY THE LAWS OF THE NIGERIAN CONSTITUTION WITHOUT REGARD TO CONFLICT OF LAW PRINCIPLES, EXCEPT AS OTHERWISE STIPULATED UNDER APPLICABLE LAW.
10.2 Amicable Negotiations: If any dispute or claim arises from or in connection with this Agreement, an Online Transaction or your access to or use of the Transaction Services (“Dispute”), the relevant parties shall resolve the Dispute through amicable negotiations.
10.3 DISPUTE BETWEEN BUYER AND SELLER. IN CASE A DISPUTE ARISES BETWEEN BUYER AND SELLER , IF THE DISPUTE IS NOT RESOLVED THROUGH AMICABLE NEGOTIATION WITHIN THE PRESCRIBED TIME PERIOD ACCORDING TO THE RELEVANT TRANSACTIONAL TERMS, YOU AGREE TO SUBMIT THE DISPUTE TO WAFMART.COM FOR DETERMINATION. IF YOU ARE DISSATISFIED WITH WAFMART.COM’S DETERMINATION AND EXCEPT AS OTHERWISE STIPULATED UNDER APPLICABLE LAW, YOU MUST APPLY TO THE NIGERIAN ARBITRATION CENTRE (“NIGAC”) FOR ARBITRATION AND NOTIFY WAFMART.COM OF SUCH APPLICATION WITHIN 20 CALENDAR DAYS AFTER THE DATE OF RECEIPT OF WAFMART.COM’S DETERMINATION. IF EACH OF BUYER AND SELLER IN THE DISPUTE DOES NOT APPLY FOR ARBITRATION WITHIN THE ABOVE 20 CALENDAR DAYS, EACH OF THE BUYER AND THE SELLER SHALL BE DEEMED TO HAVE AGREED THAT WAFMART.COM’S DETERMINATION SHALL BE FINAL AND BINDING ON YOU. WITH A FINAL DETERMINATION, IN THE CASE THE ONLINE TRANSACTION ADOPTS THE WAFPAY SERVICES, WAFMART.COM MAY INSTRUCT WAFPAY TO DISPOSE THE FUNDS HELD BY WAFPAY ACCORDING TO SUCH DETERMINATION, AND IN THE CASE THE ONLINE TRANSACTION ADOPTS WAFMART.COM SUPPLEMENTAL SERVICES, WAFMART.COM MAY DISPOSE OF THE FUNDS HELD BY WAFMART.COM ACCORDING TO SUCH DETERMINATION. FURTHER, EACH OF BUYER AND SELLER SHALL BE DEEMED TO HAVE WAIVED ANY CLAIM AGAINST WAFMART.COM, WAFPAY AND OUR AFFILIATES AND AGENTS.
10.4 Disputes between you and Wafmart.com. In case a Dispute arises between you and Wafmart.com, if the Dispute is not resolved between you and Wafmart.com by amicable negotiations and except as otherwise stipulated under applicable law, you and Wafmarta.com agree that the Dispute shall be finally resolved by arbitration with the NIGAC.
10.5 NIGIAC ARBITRATION: IF ANY DISPUTE IS SUBMITTED TO THE NIGAC FOR ARBITRATION, THE ARBITRATION SHALL BE CONDUCTED IN ACCORDANCE WITH THE RULES OF THE NIGAC IN FORCE AT THE TIME OF APPLYING FOR ARBITRATION AS AMENDED BY THIS CLAUSE. THE ARBITRATION PANEL SHALL CONSIST OF ONE SINGLE ARBITRATOR. UNLESS THE PARTIES AGREE OTHERWISE, THE ARBITRATION SHALL BE CONDUCTED IN ENGLISH. THE ARBITRATION SHALL BE CONDUCTED BY TELEPHONE, ONLINE AND/OR SOLELY BASED ON WRITTEN SUBMISSIONS AS SPECIFIED BY THE PARTY INITIATING THE ARBITRATION, PROVIDED THAT THE ARBITRATION SHALL NOT INVOLVE ANY PERSONAL APPEARANCE BY THE PARTIES OR WITNESSES UNLESS OTHERWISE AGREED BY THE PARTIES. THE ARBITRATION AWARD RENDERED BY THE NIGAC SHALL BE FINAL AND BINDING ON ALL THE RELEVANT PARTIES. THE ARBITRATION EXPENSES SHALL BE BORNE BY THE LOSING PARTY UNLESS OTHERWISE DETERMINED IN THE AWARD.
10.6 Indemnification: If you initiate any legal proceedings against Wafmart.com or our affiliates in breach of this clause 10, including any legal proceedings disputing Wafmart.com’s determination which has become binding on you according to this clause 10, you shall hold Wafmart.com and our affiliates, agents, employees, directors, officers harmless and indemnified against any claim, losses, damages that may be suffered by us.
10.7 Limitation Period: In any event, you may not make any claim against Wafmart.com or our affiliates under this Agreement after one year from the occurrence of the matter giving rise to the claim.
10.8 Injunctive Relief: Notwithstanding the foregoing provisions, either party may seek injunctive or other equitable relief against the other party in any court of competent jurisdiction prior to or during the arbitration.
11. GENERAL PROVISIONS
11.1 Entire Agreement: This Agreement constitutes the entire agreement between you and Wafmart.com with respect to and governs the use of the Transaction Services, superseding any prior written or oral agreements in relation to the same subject matter herein.
11.2 Severance: If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be deleted and the remaining provisions shall remain valid and be enforced.
11.3 Headings: Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.
11.4 Independent Contractor: No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
11.5 No Waiver: Any failure by Wafmart.com and our affiliates to exercise any of our rights under this Agreement shall not constitute a waiver of such right or a waiver with respect to subsequent or similar breach. A waiver shall be effective only if made in writing.
11.6 Assignment: Wafmart.com shall have the right to assign this Agreement (including all of our rights, titles, benefits, interests, and obligations and duties in this Agreement) to any of our affiliates and to any successor in interest. Wafmart.com may delegate certain of Wafmart.com rights and responsibilities under this Agreement to independent contractors or other third parties. You may not assign, in whole or part, this Agreement to any person or entity.
TRADE CONFIDENCE SERVICES
= Terms and Conditions
= Important Notice
Your use of the Trade Confidence Services provided by Wafmart Commerce Services (Nigeria) (Company No. RN:2841209) a company incorporated under the Companies Act 2016 and having its registered address at Rainbow Plaza, Zaramaganda Rayfield Road, Adjacent Silk Suites Hotel, Jos, Nigeria is subject to the terms set out below and any other terms applicable to you from time to time (the “Rules”).
It is important that you read all the terms and conditions provided in these Rules. Please ensure that you have reviewed and understood the terms and conditions of these Rules as these Rules form the legally binding agreement between us relating to the Trade Confidence Services. The application of these Rules shall be subject to the relevant transaction setting in the Trade Confidence transaction system.
The Trade Confidence Services shall be applicable to Buyers and Sellers who have entered into the Purchase Contracts with each other and provided that each of the Buyer and Seller shall agree to and accept all the terms and conditions provided in these Rules and shall abide by the relevant service agreements and all other relevant rules in Wafmart.com (http://wafmart.com).
The Trade Confidence Services shall only be provided by ACS to qualified registered Buyers and Sellers who have duly agreed to all terms and conditions in these Rules and the Wafmart.com Free Membership Agreement.
Chapter 1 Purpose and Definition
Article 1 Purpose
The purpose of establishing these Rules is to protect the legitimate interests of the users of Wafmart.com and to promote the development of the Trade Confidence Services.
Article 2 Definition
2.1 “ACS Services” means the comprehensive international commercial and trading services provided to the Seller by ACS, including but not limited to customs declaration services for exportation, logistics services, foreign exchange receipt and settlement, Trade Confidence Services and any other services provided by ACS from time to time.
2.2 “Actual Shipment Date” means the actual Shipment Date of the products.
2.3 “Wafmart.com” means http:// wafmart.com.
2.4 “Buyer” means the buyer specified in the Purchase Contract which shall also be a user of Wafmart.com.
2.5 “Calendar Day” or “Day” shall mean a calendar day in Nigeria.
2.6 “Claim Period” means the claim period under the Purchase Contract.
2.7 “Contract Sum” means the purchase price under the Purchase Contract.
2.8 “N calendar days” means Shipment by sea: 45 Days after the Actual Shipment Date as recorded in the system (direct voyage time shall be determined by ACS);
Land transportation: 30 Days after the Actual Shipment Date as recorded in the system;
By air or express delivery: 15 Days after the Actual Shipment Date as recorded in the system.
2.9 “Product Inspection Company” means the product inspection company designated for Trade Confidence Services which operates on the Wafmart.com inspection platform and provides inspection services according to the product quality standards stipulated in the Purchase Contract.
2.10 “Purchase Contract” means a sales and purchase agreement entered or to be entered into between the Buyer and the Seller for the sale and purchase of products in the form prescribed and approved by ACS and which is in compliance with the terms and conditions of this Rules and the Trade Confidence Agreement.
2.11 “Retained Proceeds” means the amount of export proceeds paid by the Buyer under the Purchase Contract to an account designated by Wafmart.com and which is in excess of the Trade Confidence Amount.
2.12 “Retained Trade Confidence Amount” means that the Seller’s Trade Confidence Amount and the relevant logo will continue to be displayed on Wafmart.com but the Seller will not be able to draft new Purchase Contracts
2.13 “Seller” means a small medium enterprise incorporated under the Companies Act 2016 of Nigeria and is a user of Wafmart.com who has entered into the Purchase Contract with the Buyer subject to Trade Confidence Services.
2.14 “Service Icon” means the icon for Trade Confidence Service found in wafmart.com.
2.15 “Shipment Date” means the date on which exportation customs clearance is completed at the port/place of loading or the trackable date of pickup of the express delivery of the products.
2.16 “Supplier Services” means internet and technology support services on Wafmart.com relating to the publication of company and product information that the Sellers can obtain by paying for such services.
2.17 “System” means the Trade Confidence Services transaction system.
2.18“Terminate All Trade Confidence Amount” means that all of the Seller’s Trade Confidence Services logo and Trade Confidence Amount will be cancelled and revoked and all relevant services will be terminated.
2.19 “Trade Confidence Amount” means the Trade Confidence Amount designated by ACS under Article 3 herein which may or may not be equivalent to the amount refunded or to be refunded by ACS or the Buyer pursuant to the Trade Confidence Services.
2.20 “Trade Confidence Agreement” means the trade confidence agreement entered or to be entered into between the Seller and ACS.
2.21 “Trade Confidence Services” means the services that ACS undertakes to fully refund the Contract Sum received or to be received by the Seller under the Purchase Contract in accordance with Article 10.2 herein and provided always that the Buyer and Seller have complied with all the other terms and conditions of these Rules.
2.22 “Working Day” a day (other than a Saturday or Sunday) on which banks are open for business in Jos, Nigeria.
Chapter 2 Management of Trade Confidence Amount
Article 3 Trade Confidence Amount
3.1 Each Seller shall be entitled to one Trade Confidence Amount only.
3.2 The Buyer and Seller agree and acknowledge that the Trade Confidence Amount shall not affect the refund that the Buyer may receive under the Purchase Contract or the Trade Confidence Services.
3.3 The basis for determination of the Trade Confidence Amount available to the Seller shall be at the sole and absolute discretion of ACS based on, inter alia, the following factors:
3.1.1 the Seller’s profile;
3.1.2 the Seller’s transaction volume on Wafmart.com;
3.1.3 the Seller’s credit standing; and
3.1.4 any other data available to ACS on Wafmart.com.
3.4 The Seller’s profile may include but is not limited to the Seller’s industrial and commercial registration information, term of cooperation with ACS and its affiliates and its trade records on Wafmart.com.
3.5 The sources of the Seller’s transaction volume which may include, but is not limited to, the following:
3.3.1 The Seller’s comprehensive international commercial and trading services records on Wafmart.com for the past one (1) year;
3.3.2 The Seller’s comprehensive international commercial and trading services records conducted independent of ACS and Wafmart.com for the past one (1) year as provided by the Seller.
3.6 The Seller’s credit standing shall be determined by ACS based on the cumulative penalty points system derived from Wafmart.com where penalty points cumulated by the Seller under cumulative penalty points system may lead to the reduction of the Trade Confidence Amount. In the event that the penalty points exceeds a certain limit or the Seller has committed other material violations on Wafmart.com, the Trade Confidence Services shall be suspended, terminated or be unavailable to the Seller.
Article 4 Display of Trade Confidence Amount
4.1 Each Seller’s Trade Confidence Amount shall be updated on the 10th Day of each month and displayed on the relevant page of Wafmart.com for the Buyer’s reference only.
4.2 Notwithstanding that the Seller may have more than one membership account on Wafmart.com, only one Trade Confidence Amount will be made available to the Seller for display to all Buyers on Wafmart.com.
Article 5 Use of the Trade Confidence Amount
5.1 Upon the Buyer remitting the Contract Sum to an account designated by Wafmart.com in accordance with the terms and conditions of the Purchase Contract and upon Wafmart.com confirming its receipt of such Contract Sum, the Trade Confidence Amount stipulated in the Purchase Contract will be frozen immediately.
5.2 After a certain amount of the Trade Confidence Amount for a particular Purchase Contract is frozen, the Trade Confidence Amount available to the Seller will be reduced accordingly; and after the frozen Trade Confidence Amount is released, the Trade Confidence Amount available to the Seller will increase up to the amount released.
5.3 If the Trade Confidence Amount is equivalent to or more than the Contract Sum, the export proceeds amounting to the Trade Confidence Amount will be transferred to the Seller. If the Trade Confidence Amount is less than the Contract Sum, the export proceeds amounting to the difference between the Contract Sum and the Trade Confidence Amount will be held by ACS until the products have been delivered.
5.4 Unless the Seller has satisfied all of the following conditions, the Seller shall not enter into the Purchase Contract:
5.4.1 the Seller is qualified to participate in the Trade Confidence Services and if it uses ACS for exportation of the products, it has passed the invoicing and related products prequalification review by ACS;
5.4.2 The deposit stipulated in the Purchase Contract is greater than zero (0);
5.4.3 No payments payable to ACS and/or its affiliates are overdue;
5.4.4 There are no other risk factors that will affect the Purchase Contract.
Note: ACS shall have the sole right and discretion to determine whether the Seller has fulfilled all of the conditions specified above.
5.5 Release of Trade Confidence Amount: the Trade Confidence Amount for a particular Purchase Contract shall be released in any one of the following events:
5.5.1 All the terms and conditions under the Purchase Contract has been observed and performed successfully;
5.5.2 If there are any dispute under the Purchase Contract, such dispute has been fully resolved (in case of a refund (not a Trade Confidence Services refund by ACS for and on behalf of Seller), the amount to be refunded has been refunded in full);
5.5.3 Both the Buyer and the Seller have agreed to terminate the Purchase Contract (where the Purchase Contract is cancelled or terminated);
5.5.4 Any other circumstances which have occurred and is in the opinion of ACS that the Trade Confidence Amount may be released.
Article 6 The Suspension and Termination of Trade Confidence Services:
6.1 The Service Icon display for Trade Confidence Services will be temporarily suspended upon the occurrence of any of the following circumstances:
6.1.1 If the Supplier Services and Trade Confidence Services have been activated for the Seller for the first time and that the Seller have not shipped any products in accordance with Article 7.3 below for a consecutive period of 180 Days from the date such Supplier Services and Trade Confidence Services have been activated, the Service Icon display for Trade Confidence will be temporarily suspended.
The Seller shall have the right to apply for the restoration of the Service Icon at any time during such temporary suspension. The Service Icon shall be automatically restored if an effective Purchase Contract is entered into within fifteen (15) Days from the date of the Seller’s application for the restoration of the Service Icon. The Service Icon shall continue to be suspended if no effective Purchase Contract is entered into during this period and, in such circumstances, the Seller shall not be allowed to apply for restoration of the Service Icon for a period of thirty (30) Days (commencing on and from the sixteenth (16th) Day following the Supplier’s application for restoration).
6.2 The Seller’s qualification to obtain Trade Confidence Services shall be terminated upon the occurrence of any of the following event:
6.2.1 Seller has unreasonably refused to enter into two (2) or more transactions with Trade Confidence Services;
6.2.2 The reimbursement by the Seller to ACS for the Trade Confidence Amount which has been refunded by ACS to the Buyer for any Purchase Contract has been overdue for more than thirty (30) Days;
6.2.3 The Seller no longer satisfies the relevant eligibility for participation in the Trade Confidence Services;
6.2.4 The Seller fails to use any of the services under Wafmart.com in accordance with these Rules;
6.2.5 The Contract Sum (as set out in the Purchase Contract) has not been paid to the designated bank account due to the Seller’s fault or default (including but not limited to the Seller’s instruction to the Buyer);
6.2.6 The Seller has violated any terms and conditions under, in connection with or relating to the Trade Confidence Services and/or these Rules, and ACS has decided to terminate the Seller’s qualification to participate in the Trade Confidence Services.
Chapter 3 Operational Work Flow of Trade Confidence Services
Article 7 The Operational Workflow:
The Buyer and the Seller shall agree participate in the Trade Confidence Services in the following manner:
7.1 First Stage: The Seller or the Buyer shall draft, amend, and submit the Purchase Contract;
7.2 Second Stage: If the Buyer drafts the Purchase Contract, the Seller shall confirm such Purchase Contract (save for circumstances where the transaction setting in Trade Confidence transaction system does not require confirmation by the Seller, for example, in wholesale transaction where shipping fee is included when order is placed by the Buyer). If the Seller drafts the Purchase Contract, the Buyer shall remit the deposit in full to the beneficiary bank account designated in the Purchase Contract by way of the telegraphic transfer after the submission of the Purchase Contract and before shipment, and the Purchase Contract shall have been confirmed and shall take effect upon Wafmart.com transaction system confirms the receipt of the remittance. The Seller shall provide ACS with the relevant Purchase Contract within fourteen (14) Calendar Days upon ACS receives the Contract Sum (as set out in the Purchase Contract) for verifying the said Contract Sum with the relevant Purchase Contract.
7.3 Third Stage: The Seller shall ship the products in accordance with the terms agreed in the Purchase Contract. The Seller shall use ACS’s exportation customs clearance service through Wafmart.com.
7.4 Fourth Stage: The Buyer shall confirm receipt of products and provide a written review of the Seller on Wafmart.com within “N calendar days” after the Seller has shipped the products.
7.4.1 Unless otherwise mutually agreed by Buyer and Seller, or the Seller has provided any other relevant evidence evidencing the Actual Shipment Date, the Actual Shipment Date determined in the Dispute Determination shall be determined in accordance to the Shipment Date recorded in Alibaba.com Trade Confidence transaction system. If the Seller provides conclusive evidence in relation to the Actual Shipment Date to the contrary and such evidence has been approved by ACS, such evidence shall prevail. The Seller shall choose to use ACS in the exportation of the products. The Actual Shipment Date on wafmart.com Trade Confidence transaction system will usually be the date on which Seller completes export clearance.
7.4.2 Under certain transaction setting, the Buyer may extend the Shipment Date with the Seller’s permission for not more than ninety (90) Days (including the ninetieth (90th) Day), such as in wholesale transaction.
7.4.3 If permitted by wafmart.com transaction system, the Buyer and the Seller may extend the expected date of arrival of the products.
Article 8 Application for Dispute Determination:
After the Purchase Contract has taken effect, a party that has submitted a complaint to Wafmart.com under the terms of the Purchase Contract may use the Dispute Determination services (ie, dispute resolution and related services – see Agreement on Use of Complaint Center) provided by Wafmart.com. The request shall be submitted via the complainant’s valid account on Wafmart.com in accordance with the website’s guidance and instruction after the party has logged in to Wafmart.com. A valid account generally refers to the Buyer or the Seller’s email address inserted into the Purchase Contract at the time of drafting, or the regular and effective account used by Buyer or Seller on wafmart.com when Buyer or Seller confirmed the Purchase Contract.
Chapter 4 Rules for Dispute Determination in Connection with Trade Confidence Services
Article 9 Complaints and Handling
9.2.1 If a dispute arises after the Purchase Contract has taken effect, the Buyer may raise a complaint through the System, and the Seller may raise a complaint through the Complaint Center. The complaining party is referred to as the “Complainant” and the other party as the “Respondent”.
9.2.2 The Complainant shall fill in the reasons and grounds for raising the dispute and provide sufficient supporting documents within the time limit displayed on the System.
9.2.3 The Complainant and the Respondent should use their best endeavors to resolve the dispute amicably. After the Complainant has submitted the dispute complaint, the parties have three (3) Days to negotiate without the involvement of wafmart.com dispute customer service representative. If no agreement is reached by the parties within the three (3) Days period, from the fourth (4th) Day onwards, the Buyer may request Wafmart.com customer service representative to resolve the dispute, or may continue to negotiate with the Seller. If no agreement is reached by the parties, and the Buyer has not request wafmart.com customer service representative to resolve the dispute and withdrawn its complaint, on the seventh (7th) Day from the date of complaint, the system will escalate the complaint to a customer service representative of Wafmart.com automatically for Dispute Determination. Prior to Wafmart.com customer service representative’s involvement, the Buyer and the Seller shall be solely responsible for any risk and the outcome of their negotiation. If during the course of Dispute Determination, the parties have reached a settlement, a written agreement or other agreement in writing shall be provided to Wafmart.com which will then cease the Dispute Determination. The results of implementation and enforcement of the settlement by the parties are outside the scope of Trade Confidence Service, if either party is not satisfied with such settlement or enforcement results, the parties shall resolve the matter on their own through consultation.
9.2 Complaint Withdrawal
9.2.1 The Complainant may withdraw the complaint before Wafmart.com makes any determination on the complaint.
9.2.2 The Respondent shall not lure, engage in any fraudulent act to cause, or coerce the Complainant to withdraw the complaint.
9.3 Claim Period
9.3.1 The Buyer must submit a complaint to Wafmart.com for Dispute Determination within the applicable Claim Period in order to activate the Dispute Determination process, failing which, Wafmart.com shall have no obligation to response after the Claim Period.
9.3.2 The claim period may vary depending on the shipment method in the Purchase Contract but in any case it shall not exceed thirty (30) Calendar Days after the Date of Acknowledgement of Receipt of the Products.
After Wafmart.com has received the request for Dispute Determination, wafmart.com will promptly notify the Respondent about the complaint by mail, telephone, or any other methods as deemed appropriate.
9.5.1 After being notified by Wafmart.com, the Respondent should submit a counter-notice for the complaint within three (3) Working Days and provide sufficient supporting evidence.
9.5.2 If the respondent has failed to submit a counter-notice in time or fails to provide sufficient evidence to support its counter-notice, Wafmart.com will make decisions based on the existing supporting evidence available.
9.6 Supporting Evidence
9.6.1 The data and information recorded in the systems of ACS and Alibaba.com shall serve as the primary evidence and basis for determination of any dispute. Other information and record shall only serve as a supplemental information for Dispute Determination.
9.6.2 Both the Buyer and the Seller shall ensure that the supporting evidence provided is true, complete, valid and lawful. Both the Buyer and the Seller acknowledge and agree that ACS and Wafmart.com does not guarantee that the supporting evidence submitted by either party is true, complete and accurate and shall not be held responsible if such information is untrue or misleading.
Article 10 Dispute Determination Service (“Dispute Determination”)
10.1 The Buyer or the Seller’s use of Wafmart.com’s Dispute Determination service shall be taken as indication from the relevant party that Wafmart.com has the right to make an independent decision (often referred to as “adjudication”, “dispute resolution decision” or “mediation decision”) on any disputes related to the Purchase Contract in the capacity of a normal and non-professional person. Both Buyer and Seller understand and agree that Wafmart.com will not be liable for any imperfect, defective, improper or faulty decisions regarding compensation, settlement of claims, payment and disposal, etc., as it is not a professional judicial authority.
10.2 After the Purchase Contract has taken effect, if the Seller commits any of the following breaches of the Purchase Contract, the Seller shall be considered by Wafmart.com to have breached the Purchase Contract and accordingly, the Seller shall be required to refund the amount of the Contract Sum (as set out in the Purchase Contract) already received or an amount mutually agreed upon by the Buyer and Seller (in accordance with the system records of the Complaints Platform) or such other amount as designated by an employee who represents wafmart.com and ACS (partial refund shall be conditional upon the Buyer’s acceptance of the Seller’s act of breach of the Purchase Contract) and will be subject to the penalty terms imposed by Wafmart.com:
10.2.1 Seller refuses to deliver products in bad faith, whereby, the Seller expressly states that the Seller is not going to deliver the products in the Purchase Contract without any valid reason;
10.2.2 Seller fails to deliver the products within the stipulated time: the Seller fails to deliver the products within the specified period of time and the Buyer does not agree to a new Shipment Date (unless due to reasons attributable to Buyer);
10.2.3 False delivery: the Seller claims to have delivered the goods but fails to provide such valid evidence of shipment or has provided a false evidence of shipment;
10.2.4 Inconformity of delivered products with the Purchase Contract: products delivered by Seller do not conform to the quality described in the Purchase Contract, damaged packages or shortages in quantity in breach of the Purchase Contract, thereby resulting in a material damage to the value of delivered products, or the commercial objective known or should be known to both Buyer and Seller becoming unachievable. In case of failure by both Buyer and Seller to reach an agreement regarding the inconformity of delivered products with the Purchase Contract, the party trying to establish a claim shall provide effective, complete and accurate evidence, like photos and videos, to prove its claim. If any of such evidence is determined by Wafmart.com to be insufficient, the parties shall submit an inspection report issued by a designated inspection company;
10.2.5 Defective Shipping documents and other material breach: the Seller fails to deliver documents of title to the products as agreed, fails to provide shipping documents (custom clearance documents or certifications) or other documents as agreed or has committed other material breach, thereby resulting in severe loss to the products’ value, or failure to achieve the major business objectives known or should have been known by both Buyer and Seller;
10.2.6 The Buyer shall provide sufficient evidence to prove that the Seller has committed the above breach. Such evidence includes evidence provided by the Buyer itself or any other evidence provided by any third party. Both the Buyer and Seller acknowledge and agree that Wafmart.com shall have the right to determine the reasonableness, completeness, effectiveness or sufficiency of the evidence unilaterally. If any party disagrees with the evidence provided, such party shall provide evidence to the contrary to Wafmart.com for use in its determination, otherwise such party shall bear the adverse consequences.
10.3 After the Buyer has submitted a request for Wafmart.com to resolve a dispute over product quality, the Buyer shall provide effective, complete and accurate evidence, like photos and videos within the stipulated time frame, if the product’s problem can be proven through photos and videos. If Wafmart.com determines that the Buyer shall provide more evidence to support its claim, the Buyer shall at the request of Wafmart.com instruct one of the designated Product Inspection Company designated contact information to inspect the products and pay the relevant inspection fees. Wafmart.com shall make a decision on the dispute based on the product inspection report issued by the Product Inspection Company. The inspection fees shall be borne by the party in breach according to Dispute Determination outcome. If the Buyer and the Seller did not expressly agree on the quality of the products, the Product Inspection Company shall have the right to issue the quality inspection report based on the relevant industry standards. Wafmart.com may reject any product inspection reports issued by other product inspection companies. If the products cannot be inspected due to reasons or faults attributable to a particular party, such party shall be liable for any damage or liability arising therefrom.
10.4 If ACS decides to refund the amount of Contract Sum which has been paid by the Buyer to an account designated by Wafmart.com on behalf of the Seller in accordance with the Purchase Contract, ACS shall, under normal conditions, remit the funds to be refunded (which shall not exceed the total sum of Trade Confidence Amount and Retained Proceeds (and inspection fee, if any, should be refunded to Buyer) to the Buyer’s original payment bank account within seven (7) Days after the Buyer has provided the correct bank account information. If the sum to be refunded by Seller exceeds the Trade Confidence Amount, such excessive amount shall firstly be paid by the Seller to ACS in Jos, Nigeria to an account designated by wafmart.com, and ACS shall seek such local financial institution to convert such sum to the relevant foreign currency and forward such sums to the Buyer on Seller’s behalf; Buyer shall bear all the relevant bank fees associated with any refund.
10.5 The Buyer and the Seller shall agree in writing on all terms not explicitly set out in the Purchase Contract (such as, but not limited to, any arrangements relating to return of products under the Purchase Contract). In the absence of agreed product return arrangement, and if the Buyer has already received the products at the time of dispute, and provided that the Dispute Determination has decided that the Seller shall refund the amount of Contract Sum (as set out in the Purchase Contract) received by Seller to the Buyer, the Buyer shall coordinate with the Seller timely on the product return. The Seller shall bear all fees incurred for the product return, and make arrangement for the return. The Seller shall be solely responsible for any risk in connection with transiting the return products. If the Buyer does not comply with the requirement above, no refund shall be allowed. The Purchase Contract shall be terminated upon Buyer’s receipt of the refunded amount.
Article 11 Disclaimer
The Buyer hereby acknowledges and agrees that the Buyer shall not receive any refunds from ACS in any of the following circumstances:
11.1 The products underlying the transaction of the Purchase Contract do not comply with the relevant laws, regulations, policies, rules and wafmart.com Rules;
11.2 The contractual terms agreed between the Buyer and Seller (including but not limited to terms in relation to Shipment Date, product quality and payment amount) which are unclear, ambiguous or unenforceable contractual terms with reference to the terms in the Purchase Contract;
11.3 The Buyer did not pay the Contract Sum (as set out in the Purchase Contract) in accordance with the timing, currency and payment methods approved by wafmart.com as agreed in the Purchase Contract to the designated beneficiary bank account.
11.4 The Buyer’s payment account is false or untraceable or cannot be authenticated;
11.5 The Buyer provides false information or the information provided cannot be verified;
11.6 After a request for Dispute Determination is submitted and before Wafmart.com lays down a decision, the Seller had delivered the products under a Purchase Contract or made the refund to Buyer;
11.7 Wafmart.com and/or ACS has reason to believe that the Buyer and the Seller had conspired in bad faith;
11.8 The Buyer can no longer operate its account at Wafmart.com;
11.9 The products of the Purchase Contract cannot be imported due to any laws, regulations and/or policies of the importer’s country, and the Buyer did not inform the Seller in relation to such restrictions and/or prohibitions;
11.10 The Buyer knew or should have known that the Seller should have used but did not use ACS Services during the term of the Purchase Contract but proceeded to pay the Contract Sum (as set out in the Purchase Contract);
11.11 The Buyer fails to provide, in accordance with Wafmart.com and/or ACS’s request, effective, complete and accurate evidence;
11.12 During the period of complaint for overdue goods or before the complaint is filed, the Buyer expressly confirms acceptance of Seller’s late shipment;
11.13 The Buyer and the Seller have reached a settlement plan during the period of complaint, and no complaint has been re-submitted during the applicable claim period;
11.14 The Buyer did not retain the necessary evidence as required to prove its case causing Wafmart.com unable to carry out Dispute Determination;
11.15 The Buyer failed to timely coordinate with the Seller on the return of product, when product return is required; and
11.16 Any other faults attributable to Buyer.
Article 12 Termination of Purchase Contract
ACS has the right to terminate the Trade Confidence Services immediately and take any relevant enforcement actions against the party in breach of any of the following events:
12.1 Wafmart.com has accepted and made a resolution on a dispute request and decided to terminate the Trade Confidence Services at the same time;
12.2 Wafmart.com and/or ACS has reason to believe that Buyer and Seller have conspired in bad faith;
12.3 Both the Buyer and the Seller or the performance of the Purchase Contract is or is alleged to be in breach of any relevant laws, regulations, policies, rules or orders of any competent authority(ies);
12.4 Either the Seller or the Buyer’s account on Wafmart.com is terminated for any reason, or the Purchase Contract cannot be performed due to any penalties imposed; or
12.5 Either the Seller or the Buyer or both, is/are in breach of the Purchase Contract, service rules or website policies of ACS, Wafmart.com or these Rules.
12.6 The Seller has failed to ship the products within a reasonable time period, and no complaint has been submitted by the Buyer.
Chapter 5 Trade Confidence Services Penalty Rules
Article 13 Prohibited Acts
Upon the occurrence of any of the following events, the party in breach shall be subjected to penalties in accordance with these Rules:
13.1 After receiving the Buyer’s intention to enter into a Purchase Contract, the Seller refuses to draft the Purchase Contract without any valid reason;
13.2 After ACS has paid the refunded payment to the Buyer for and on behalf of the Seller, the Seller has failed to reimburse the sum to ACS at the designated bank account in full within fifteen (15) Calendar Days;
13.3 Giving negative comments or raising complaints against the other party in bad faith, or using such means to blackmail the other party;
13.4 The Buyer did not pay the remaining balance of the amount of Contract Sum (as set out in the Purchase Contract) to Seller in accordance with the terms of the Purchase Contract without any valid reason;
13.5 Providing false documents, information or supporting documents;
13.6 The Buyer and the Seller maliciously conspire, or engage in any other material dishonest conduct;
13.7 The Seller should have used but did not use ACS Services; or due to the Seller’s fault (including but not limited to the Seller’s instruction to Buyer etc.);
13.8 The Buyer and the Seller have committed other breach of the Purchase Contract or these Rules.
Article 14 Penalties for Breach
14.1 ACS shall take the relevant enforcement action against the party in breach of these Rules based on the extent of breach. If the party in breach has more than one membership accounts at Alibaba.com, ACS shall have the right to take the same enforcement action against all such membership accounts.
14.2 Until completion of the Dispute Determination process by Wafmart.com and/or full payment of any refund according to the dispute determination result, the balance of Seller’s Trade Confidence Amount will be retained.
14.3 If the Seller is in breach of Section 13.1 of these Rules, ACS shall have the right to take the following enforcement actions against Seller:
Number of Breach(within a year)
Terminate the Seller’s Trade Confidence Services and prohibit the Seller from reapplying for such services for ninety (90) Days from the date of such termination
14.3.1 Every termination of the Seller’s Trade Confidence Services shall remain on record for three hundred and sixty-five days (365) Days.
14.3.2 The Seller shall not be able to reapply for or restore the Trade Confidence Services within ninety (90) Days after withdrawal from such services on a voluntary basis.
14.3.3 Every act of breach will be recorded as at the time when ACS makes a determination on the dispute.
14.3.4 If the same Buyer repeatedly raises multiple complaints against the same Seller for the same breach relating to a Purchase Contract, all such complaints will be counted as one complaint.
14.4 If the Seller is in breach of Article 13.2 of these Rules, the Seller shall be subject to the following enforcement actions
Number of Days due; Enforcement Action (0 – 15 Days)
Retained Trade Confidence Amount (16 Days and/or above)
Retained Trade Confidence Amount and deduct 3-48 penalty points in accordance with the Rules for Enforcement Action against Non-Compliance of Transactions on Wafmart.com. (30 Days and/or above).
Terminate All Trade Confidence Amount (60 Days and/or above).
Terminate the Seller’s Nigeria Gold Supplier Services; ACS shall also have the right to make publicly known Seller’s bad faith activity/ies and report such activity to the credit agency under the Central Bank of Nigeria.
14.5 If the Buyer is in breach of Articles 13.3, 13.4, 13.5 or 13.6 of these Rules, the Buyer’s account at Wafmart.com shall be terminated.
14,6 If the Trade Confidence Amount is cancelled and there are other Purchase Contracts that are in operation, then:
14.6.1 If the Buyer has paid the deposit and ACS has determined that such payment cannot be refunded directly, then both the Buyer and the Seller should continue to carry out the Purchase Contract;
14.6.2 If the Seller has delivered the products, then both the Buyer and the Seller shall continue to carry out the Purchase Contract.
14.7 If the Seller is found to be in breach of Article 13.7 of these Rules, the Seller will be disqualified from Trade Confidence Services.
14.8 If the Seller’s qualification of Trade Confidence Services was terminated due to penalty, the Seller shall not be able to reapply for such services for ninety (90) Days from the date of such termination.
Chapter 6 Miscellaneous
Article 15 Miscellaneous
15.1 ACS shall have the right to amend, revise and publish on Wafmart.com these Rules from time to time based on the actual performance of the Trade Confidence Services; and the amended, varied, and revised Rules will take effect on the designated date (if available) or, if there is no such designated date, the date of which it is published on wafmart.com.
15.2 If any party has any disagreement to these Rules, such party should stop using the Trade Confidence Services and immediately notify the other party, and ACS. By executing and performing the Purchase Contract and/or using any Trade Confidence Services, such party will be deemed to have accepted and agreed to be bound by these Rules.
15.3 Any representations, statements or agreements made or entered into elsewhere, whether directly or indirectly, written or oral or in advertising are not binding towards ACS unless expressly confirmed in writing by ACS to the Seller or Buyer.
15.4 ACS may provide the Seller and/or the Buyer with notices (including notices relating to changes to these Rules or termination of the Trade Confidence Services or parts thereof) by email, ordinary mail, or postings on or via wafmart.com.
15.5 If ACS does not exercise or enforce any legal right or remedy which is set out in these Rules or which ACS has the benefit of under any applicable law, this will not be construed as a formal waiver of ACS’s rights or remedies and such rights or remedies will remain available to ACS.
15.6 If any provision of these Rules is held to be invalid, illegal or unenforceable (in whole or in part) as determined by a court of law having jurisdiction to decide on this matter, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired.
15.7 Neither the Seller nor the Buyer are permitted to transfer, assign or otherwise dispose of these Rules or obligations arising under these Rules without the prior written consent of ACS.
15.8 These Rules shall be governed and construed in accordance with the laws of the jurisdiction of Malaysia, without regard to its conflict of law provisions and subject to the non-exclusive jurisdiction of the courts of such jurisdiction, to resolve any legal matter arising in relation to these Rules and the Trade Confidence Services. Notwithstanding the foregoing, ACS may apply for injunctive remedies (or an equivalent type of urgent legal relief) in any jurisdiction.
Article 16 Insurance
16.1 Unless otherwise agreed by the parties, if the Trade Terms (as set out in the Purchase Contract) selected for the Purchase Contract is Free on Board (FOB) or Cost and Freight (CFR), then the insurance shall be effected by the Buyer at the Buyer’s cost. Alternatively if the Trade Terms (as set out in the Purchase Contract) selected for the Purchase Contract is Cost, Insurance and Freight (CIF), then the Seller shall obtain the insurance for the shipment at the Seller’s cost.
16.2 For the avoidance of doubt, ACS is not providing an insurance service by providing Trade Confidence Services to the parties. ACS is not under any obligation to obtain insurance for the Purchase Contract
International Shipping Terms & Conditions
Each item in your order is sold by Wafmart (“Amazon Export”) or the merchant that the item is specified as sold by (“Merchant”).
Those items for shipment to countries outside of the Nigeria. may be subject to taxes, customs duties and fees levied by the destination country (“Import Fees”). The recipient of the shipment is the importer of record in the destination country and is responsible for all Import Fees.
With respect to each item for which Import Fees have been calculated, you authorize Wafmart or Merchant (as applicable) to designate a carrier (“Designated Carrier”) to act as your agent with the relevant customs and tax authorities in the destination country, to clear your merchandise, process and remit your actual Import Fees for such item.
“Import Fees Deposit” represents an estimate of the Import Fees that will be levied on the items in your order for shipment to countries outside of the U.S. By placing your order, you agree to allow Wafmart and/or Merchant (as applicable) to collect the Import Fees Deposit for the applicable items in your order. This deposit will be used, on your behalf, to reimburse the Designated Carriers for the import fees that they have paid on your behalf to the appropriate authorities of the destination country.
You further agree that the Designated Carriers may disclose to Wafmart or Merchant (as applicable) the amount of actual Import Fees levied on the item you have purchased from Wafmart and/or Merchant (“Actual Import Fees”). In the event that the Import Fees Deposit exceeds the Actual Import Fees, wafmart or Merchant (as applicable) will refund the difference to you.
In the case of gifts or other purchases made on behalf of another recipient, you also agree to grant the foregoing authorizations on behalf of the recipient designated in your order.
To obtain details regarding the Actual Import Fees, or to obtain documentation or receipts in connection with customs clearance, you may contact the Designated Carrier specified in your shipment confirmation.
These terms and conditions are in addition to the standard Conditions of Use of the Wafmart website. Pursuant to those terms, title and risk of loss for the items transfer to the recipient upon delivery to the common carrier in the Nigeria.
Please note that Merchants participating in the International Direct program may have policies that differ from Wafmart’s terms and conditions. For items you have purchased from a Merchant, please see the applicable Merchant’s policies for any other terms and conditions that may apply to your purchase of such items.
For products shipped internationally, please note that any manufacturer warranty may not be valid; manufacturer service options may not be available; product manuals, instructions and safety warnings may not be in destination country languages; the products (and accompanying materials) may not be designed in accordance with destination country standards, specifications, and labeling requirements; and the products may not conform to destination country voltage and other electrical standards (requiring use of an adapter or converter if appropriate). You are responsible for assuring that the product can be lawfully imported to the destination country. When ordering from Amazon.com, the recipient is the importer of record and must comply with all laws and regulations of the destination country.
Your privacy is important to us, and we know that you care about how information about your order is used and shared. We would like our international customers and customers shipping products internationally to be aware that cross-border shipments are subject to opening and inspection by customs and/or postal authorities.
Also, we may provide certain order, shipment, and product information, such as titles, to our international carriers, and such information may be communicated by the carriers to customs and/or postal authorities in order to facilitate customs clearance and comply with local laws.
If the order is a gift, the package is marked “Gift,” but the cost of the item is still stated on the customs form.
Customs authorities require the value of the gift item to be stated directly on the package.
• When we say “Walmart,” we mean Wal-Mart.com USA, LLC and Wal-Mart Stores, Inc. and any subsidiaries of Wal-Mart Stores, Inc. (including any subsidiaries that Wal-Mart Stores, Inc. may form or acquire in the future). We also refer to Walmart as “we,” “us” and “our.” But when we say “Walmart Entities,” we mean Walmart and its affiliates; its and their suppliers, vendors, contractors, and licensors; and its and their directors, officers, employees, and agents.
• When we say “Walmart Sites,” we mean www.walmart.com, the Walmart Apps, and all related functionality, services, and Content offered by or for Walmart on or through www.walmart.com and the Walmart Apps or the systems, servers, and networks used to make the Walmart Sites available.
• When we say “Walmart Apps,” we mean the official “Walmart App” for iPhone and Android, which can be downloaded from the iTunes App Store or the Google Play Store, the “Scan & Go” Mobile App and the “Walmart Grocery” App.
• When we say “you” or “your” we mean any user (like you!) of any Walmart Site.
When we say “Content,” we mean merchandise information, product descriptions, reviews, comments, messages, reviews, communications, feedback, submissions, suggestions, questions, and other information, data, content, and materials (including page headers, images, text, illustrations, formats, logos, hashtags, designs, icons, photographs, software programs, music clips or downloads, video clips, and written and other materials.)
o When we say “Ideas,” we mean ideas, concepts, feedback, and know-how that you make available in connection with the Walmart Sites.
o When we say “make available,” we mean post, transit, publish, upload, distribute, transmit, display, provide, or otherwise submit or make available (including through any part of the Walmart Sites administrated by third-party social media platforms (e.g., Facebook or Instagram) that allow interaction with the Walmart Sites through the tools offered by such social media platforms).
o When we say “Materials,” we mean Content that Walmart Entities make available on or through the Walmart Sites, including In Store Now information.
IMPORTANT: THIS AGREEMENT CONTAINS A MANDATORY ARBITRATION PROVISION THAT, AS FURTHER SET FORTH IN SECTION 20 BELOW, REQUIRES THE USE OF ARBITRATION ON AN INDIVIDUAL BASIS TO RESOLVE DISPUTES. THIS MEANS THAT YOU AND WALMART ARE EACH GIVING UP OUR RIGHTS TO SUE EACH OTHER IN COURT OR IN CLASS ACTIONS OF ANY KIND.
2. Your Use of the Walmart Sites
You certify that the Content you provide on or through the Walmart Sites is accurate and that the information you provide on or through the Walmart Sites is complete. You are solely responsible for maintaining the confidentiality and security of your account including username, password, and PIN. Walmart is not responsible for any losses arising out of the unauthorized use of your account. You agree that Walmart does not have any responsibility if you lose or share access to your device. Any agreement between you and the issuer of your credit card, debit card, or other form of payment will continue to govern your use of such payment method on the Walmart Sites. You agree that Walmart is not a party to any such agreement, nor is Walmart responsible for the content, accuracy, or unavailability of any method used for payment. Your account may be restricted or terminated for any reason, at our sole discretion. Except as otherwise provided by law, at any time without notice to you, we may (1) change, restrict access to, suspend, or discontinue the Walmart Sites or any portion of the Walmart Sites, and (2) charge, modify, or waive any fees required to use any services, functionality or other content available through the Walmart Sites or any portion of the Walmart Sites.
• In connection with the Walmart Sites, you will not:
o Make available any Content through or in connection with the Walmart Sites that is or may be in violation of the content guidelines set forth in Section 3.C (Prohibited Content) below.
o Make available through or in connection with the Walmart Sites any virus, worm, Trojan horse, Easter egg, time bomb, spyware, or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software, or equipment.
o Use the Walmart Sites for any commercial purpose, or for any purpose that is fraudulent or otherwise tortious or unlawful.
o Harvest or collect information about users of the Walmart Sites.
o Interfere with or disrupt the operation of the Walmart Sites or the systems, servers, or networks used to make the Walmart Sites available, including by hacking or defacing any portion of the Walmart Sites; or violate any requirement, procedure or policy of such servers or networks.
o Restrict or inhibit any other person from using the Walmart Sites.
o Reverse engineer, decompile, or disassemble any portion of the Walmart Sites, except where such restriction is expressly prohibited by applicable law.
o Remove any copyright, trademark, or other proprietary rights notice from the Walmart Sites.
o Frame or mirror any portion of the Walmart Sites, or otherwise incorporate any portion of the Walmart Sites into any product or service, unless you obtain Walmart’s express prior written consent to do so.
o Systematically download and store any Materials.
o Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine” or otherwise gather any Materials, or reproduce or circumvent the navigational structure or presentation of the Walmart Sites, without Walmart’s express prior written consent.
o Cause injury to any person or entity.
• You will not use the Walmart Sites or Walmart’s name, logo, or brand to (1) send any unsolicited or unauthorized Content, including advertising, promotional materials, email, junk mail, spam, or other form of solicitation; or (2) use any meta tags or other hidden text or metadata utilizing a Walmart trademark, logo, URL, or product name without Walmart’s written consent;
3. Content and Ideas
A. Submitting Content and Ideas
B. Walmart’s Rights to Use Content and Ideas
You grant to Walmart a royalty-free, perpetual, irrevocable, worldwide, unlimited, nonexclusive license to use, reproduce, create derivative works from, modify, publish, edit, translate, distribute, perform and display (publicly or otherwise) any Content that you make available, in any media or medium, and in any form, format, or forum now known or hereafter developed. You further agree that Walmart is free to use any Ideas for any purpose. Walmart may sublicense its rights in Content and Ideas through multiple tiers of sublicenses. Walmart is, and will be, under no obligation (1) to maintain any Content or Idea in confidence; (2) to pay any compensation for any Content or Idea; or (3) to respond to any Content or Idea. You grant to Walmart the right to use any name associated with any Content or Idea that you make available to Walmart, although Walmart has no obligation to exercise such right, or to otherwise provide any attribution for any Content or Idea.
C. Prohibited Content
You agree that you will not make available Content in connection with the Walmart Sites that:
• is false, fraudulent, inaccurate, or misleading;
• contains your full name(s), or any other confidential personally identifiable information of yourself or others;
• violates any local, state, federal, or international laws or is otherwise tortious;
• is protected by or would infringe on the rights of others (including Walmart), including any patent, copyright, trademark, trade secret, right of publicity or privacy, or any other proprietary right, without the express prior written consent of the applicable owner;
• is obscene, indecent, pornographic, or otherwise objectionable;
• is derogatory, defamatory, threatening, harassing, abusive, slanderous, hateful, or embarrassing to any other person or entity as determined by Walmart in its sole discretion;
• victimizes, harasses, degrades, or intimidates an individual or group of individuals on the basis of religion, gender, sexual orientation, race, ethnicity, age or disability;
• is violent or threatening, or promotes violence against, or actions that are threatening to, any individual or group;
• contains advertisements, solicitations, or spam links to other web sites or individuals, without prior written permission from Walmart;
• contains or relates to chain letters or pyramid schemes;
• impersonates another business, person, or entity, including Walmart, its related entities, employees, and agents;
• violates any policy posted on the Walmart Sites; or
• is intended to cause harm, damage, disable, or otherwise interfere with the Walmart Sites or our partners.
4. Monitoring by Walmart
5. Materials Available on the Walmart Sites
Walmart and its suppliers and licensors may make available various Materials. The Materials are for educational and informational purposes only, and errors may appear from time to time. Before you act in reliance on any Materials, you should confirm any facts that are important to your decision. The Walmart Entities make no warranty as to the reliability, accuracy, timeliness, usefulness, or completeness of any Materials. If you find an error or notice something that does not look quite right on the Walmart Sites, we would appreciate it if you let us know by contacting us at http://help.walmart.com/. (Your feedback is a big part of what helps Walmart to get better at helping you!)
NO MATERIALS RELATED TO HEALTH, WELLNESS, PRESCRIPTIONS, OR PHARMACEUTICALS ARE INTENDED TO SUBSTITUTE FOR THE DIAGNOSIS, TREATMENT AND ADVICE OF A MEDICAL PROFESSIONAL, AND SUCH MATERIALS DO NOT COVER ALL POSSIBLE USES, PRECAUTIONS, SIDE EFFECTS, AND INTERACTIONS, AND SHOULD NOT BE CONSTRUED TO INDICATE THAT ANY DRUG IS SAFE OR EFFECTIVE FOR YOU. CONSULT THE PRODUCT INFORMATION (INCLUDING PACKAGE INSERTS) REGARDING DOSAGE, PRECAUTIONS, WARNINGS, AND INTERACTIONS, AND YOUR MEDICAL PROFESSIONAL, FOR GUIDANCE BEFORE USING ANY PRESCRIPTION OR OVER-THE-COUNTER DRUG.
THE WALMART ENTITIES ASSUME NO RESPONSIBILITY FOR ANY CONSEQUENCE RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION YOU TAKE BASED ON THE MATERIALS.
The Sites may make available listings, descriptions, and images of goods and services (collectively, “Products”). Such Products may be made available by us or by third parties. We make no representations as to the completeness, accuracy, reliability, validity, or timeliness of such listings, descriptions, or images (including any features, specifications, and prices contained on the Sites). Such information and the availability of any Product are subject to change at any time without notice.
We have made efforts to accurately display the attributes of Products, including the applicable colors. However, as the actual colors you see will depend on your monitor, we cannot guarantee that your monitor’s display of any color will accurately reflect actual product color or finish. In addition, certain weights, measures, and similar descriptions are approximate and are for convenience only.
We sell Products for children’s use; however, these Products are intended for sale to adults.
Walmart has no liability to you for content on the Walmart Sites that you find to be offensive, indecent, or objectionable. Certain videos, movies, TV programs, video games, computer games, and other Products are labeled with age restrictions or are intended for individuals of certain ages or “mature audiences” only. By ordering an age restricted item, you certify that you satisfy the age restrictions.
Walmart is not responsible for, and cannot guarantee the performance of, goods and services provided by third parties, including any Walmart Entity, Marketplace Retailer (as defined below in Section 16.A), our advertisers, or other third parties to whose sites we link. While our goal is to provide accurate information, product packaging and material may contain more and/or different information than that provided on Walmart Sites, including the product description, country of origin, nutrition, ingredient, allergen, and other information. Always read labels, warnings, directions, and other information provided with the product before using or consuming the product. For additional information about a product, please contact the manufacturer. Information and statements regarding dietary supplements have not been evaluated by the Food and Drug Administration and are not intended to diagnose, treat, cure, or prevent any disease or health condition. If you find a product is not as described, your sole remedy is to return it in unused condition (excluding products that are not eligible for return), in accordance with Walmart’s return policy. It is your responsibility to ascertain and obey all applicable local, state, federal, and foreign laws (including minimum age requirements) regarding the purchase, possession, and use of any Product.
7. Third Party Sites
8. Placing an Order
A. Order Acceptance and Billing
By confirming your purchase at the end of the checkout process, you agree to accept and pay for the Products, as well as all shipping and handling charges and applicable taxes. You will not be charged for most orders until the order has shipped. Some exceptions (when you will be charged at the time your order is placed) are: (i) orders or preorders paid for with a Gift Card, eGift Card, or PayPal account; and (ii) orders paid using the in-store “Cash” payment method.
B. Pricing Information; Availability
Walmart cannot confirm the price or availability of an item until after your order is placed. Pricing or availability errors may occur on the Walmart Sites or through Marketplace Retailers. The receipt of an order confirmation does not constitute our acceptance of an order or our confirmation of an offer to sell a Product. Walmart reserves the right to cancel any orders containing pricing or availability errors, with no further obligations to you, even after your receipt of an order confirmation or shipping notice from Walmart. Walmart may, at its discretion, either contact you for instructions or cancel your order and notify you of such cancellation. Pricing for products may be different on the Walmart Sites or from prices available in Walmart stores or on Walmart Apps.
C. Promotional Codes
Promotional codes are limited in nature and may expire or be discontinued with or without notice. Promotional codes are void where prohibited by law. Promotional codes may not be copied, sold, or otherwise transferred. They are not redeemable for cash and are subject to cancellation or change at any time for any reason without notice. We reserve the right in our discretion to impose conditions on the offering of any promotional code.
D. Gift Cards
The risk of loss and title to any gift cards passes to the purchaser upon our electronic transmission to the recipient or delivery to the carrier, whichever is applicable. Your purchase and use of gift cards is subject to the full terms and conditions related to gift cards, available at http://help.walmart.com/app/answers/detail/a_id/57.
9. Shipping and Delivery
Products will be shipped to an address designated by you, if applicable, so long as such address is complete and complies with the shipping restrictions contained on the Walmart Sites. All transactions are made pursuant to a shipping contract, and, as a result, risk of loss and title for Products pass to you upon delivery of the Products to the carrier.
Delivery of Products purchased from the Walmart Sites to addresses outside the United States is limited. Some Products also have restricted delivery within the United States. Delivery restrictions are available at https://www.walmart.com/cservice/contextual_help_popup.gsp?modId=119506. Some Products may be available for pick up at physical Walmart store locations. Estimated delivery times are determined based on the method of shipping chosen when Products are purchased and the destination of the Products.
10. Export Policy
You acknowledge that (a) goods licensed or sold on the Walmart Sites, and (b) any software or technology purchased, downloaded, or used from the Walmart Sites, are subject to the customs and export control laws and regulations of the United States of America and may also be subject to the customs and export laws and regulations of the country in which the products are manufactured and/or received, and you agree to comply with all applicable laws. You agree, represent, and warrant that no Materials will be accessed from, downloaded in, released in, carried to, transferred to, transshipped through, exported to, or re-exported (collectively “transferred”) to any territory (or national resident thereof), person, entity, or organization to which such Materials could not be transferred directly from the United States or by a U.S. person without a license, including without limitation to any person on the U.S. Treasury Department’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Denied Persons List or Entity List.
11. Intellectual Property
No license, right, title, or interest in the Walmart Sites or any Materials is transferred to you as a result of your use of the Walmart Sites or your accessing, viewing, downloading, or printing of the Materials. You may not reproduce (except as noted above), publish, transmit, distribute, display, modify, create derivative works from, sell, or participate in any sale of or exploit in any way, in whole or in part, any of the Materials or the Walmart Sites. The Walmart Sites and Materials may be used only as a personal shopping resource. Any other use, including the reproduction, modification, distribution, transmission, republication, display, or performance, of the Walmart Sites and the Materials is strictly prohibited. The compilation (meaning the collection, arrangement, and assembly) of the Walmart Sites and Materials is the exclusive property of Walmart and is also protected by U.S. and international copyright laws.
WALMART, WAL-MART, the WALMART.COM names and logos, and all other graphics, logos, page headers, button icons, scripts, and service names included in or made available through any of the Walmart Sites are trademarks or trade dress of Walmart in the U.S. and other countries. All other marks are the property of their respective companies.
12. Procedure for Making a Claim of Copyright Infringement
We respect the intellectual property of others. If you believe that your work has been copied and is accessible on the Walmart Sites in a way that constitutes copyright infringement, please see our DMCA Procedure (available at http://help.walmart.com/app/answers/detail/a_id/254) for instructions on how to contact us to report possible copyright infringement.
14. Third-Party Software & Licensing Notices
16. Terms Applicable to Special Walmart Services
Walmart operates an online marketplace program on the Walmart Sites (available at https://marketplace.walmart.com/) which enables Marketplace Retailers to sell their products alongside Walmart products and, once an order is placed, to ship such Marketplace Retailers’ products directly to the customer (the “Walmart Marketplace”). Any use of the Walmart Marketplace is subject to the following additional terms:
• When we say “Marketplace Retailer,” we mean any entity or retailer that sells goods or services in the Walmart Marketplace through the Walmart Sites, uses any order processing, fulfillment, shipping, or other services related to the Walmart Marketplace provided by or for Walmart, or uses any platform, portal, web service, application, interface, or other tool provided by or for Walmart in connection with the Walmart Marketplace.
• To the fullest extent provided by applicable law, Walmart has no responsibility or liability for any Marketplace Retailer or their products.
B. iOS Walmart App
• You represent and warrant that (1) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (2) you are not listed on any U.S. Government list of prohibited or restricted parties.
C. Mobile Checkout Services
Walmart Apps may enable customers to scan products at Walmart stores with their mobile devices and use mobile checkout solutions (“Mobile Checkout Services”). Any use of the Mobile Checkout Services is subject to the following additional terms:
• You agree to accurately scan all products before checkout when using any Mobile Checkout Services, and to pay for all products you obtain from any Walmart store. If you are unable to scan any products for any reason (including due to lack of connectivity with your mobile service), please consult with a Walmart employee to make sure all items are reflected on your physical or electronic receipt.
• You agree that Walmart may review the products in your possession and/or your receipt or proof of purchase on your mobile or other electronic device at any time and request that any products be re-scanned, and that any product or order price be re-calculated. In the event you and any Walmart employee calculate different totals for your purchase, the calculation confirmed by the Walmart employee will be the amount payable by you.
• You agree to fully cooperate with us and our employees during your use of any Mobile Checkout Services, including by providing any identification or verification required for the purchase of certain products.
• We may restrict, suspend, or terminate your right to use any Mobile Checkout Services at any time in our sole discretion. We may cease or suspend offering any Mobile Checkout Services at any time without notice to you.
D. Walmart Pay
“Walmart Pay” is a feature built into the Walmart App that allows you to use your smartphone to pay for in-store purchases. Any use of the Walmart Pay service is subject to the following additional terms:
• There is no charge from us to use Walmart Pay, but your data service provider’s message and data charges may apply. Except as otherwise provided by law, we may block, restrict, suspend or terminate your use of Walmart Pay at any time, without notice, and in our sole discretion.
• All Walmart policies applicable to sales occurring at a store location, including those regarding Ad Match, Price Matching, Coupon use, Returns, and Exchanges, apply to purchases made through Walmart Pay. We reserve the right to limit the availability of Walmart Pay during specific times, for specific items, or for certain events or promotions.
• Some products or services may not be eligible for purchase using Walmart Pay, or may require additional verification prior to completion of purchase through Walmart Pay. These products and services may include but are not limited to: tobacco, alcohol, firearms, optical or photo products and services, or products requiring a service agreement such as wireless, automotive, or financial products.
• Your device’s camera must be enabled in order to use Walmart Pay to complete the checkout process and to use additional features. Enabling the Walmart App to utilize location services on your device may provide you with access to other Walmart Pay features. You can turn off location services at any time on your device.
Certain Walmart Sites may permit or require the use of electronic receipts (“eReceipt”) for purchases made by you through a mobile device or other electronic device. Your eReceipt is a digital copy of your Walmart in-store purchase receipt. Any use of the Walmart eReceipt service is subject to the following additional terms:
• There is no charge from us to use Walmart eReceipts, but your data service provider’s message and data charges may apply. Walmart and text message carriers are not liable for delayed or undeliverable messages.
• We may alter, suspend, or terminate your use of Walmart eReceipts at any time at our discretion, without notice to you. We are not responsible for any losses associated with your inability to access the Internet and/or Walmart eReceipts. Requesting an eReceipt at the register will not automatically submit your eReceipt. Use of the Walmart eReceipts service is subject to all applicable laws and regulations.
F. Walmart Online Grocery Services
Any use of the Walmart Grocery service (available at http://grocery.walmart.com/) is subject to the following additional terms:
• Once you have placed an order for Walmart online grocery services, we will send you an order acknowledgment by email setting out what you have ordered. This is not an order confirmation or acceptance from us.
• There may be a minimum order value, which may change from time to time. In addition to the price of goods, a delivery charge as shown at checkout, if applicable, will also be payable by you. All prices quoted are exclusive of tax and you will see estimated taxes and fees when you place the order. The final taxes and fees will be calculated on the day your order is picked and delivered, or picked up, as applicable. In the event your order must be fulfilled using products of different weight or volume than what you ordered, you will be charged only for the actual weight or volume delivered.
• Due to shipment and delivery times, there are limitations on when changes or cancellations to orders can be made. These limitations will be provided when you place your order. For grocery orders that are delivered to you, title to the goods purchased by you and the related risk of loss on these items passes to you upon delivery of the items to the carrier.
• We may, in our discretion, provide you with a refund in certain circumstances. If you are not satisfied with your order, please contact the Walmart Grocery Contact Center at 1-800-924-9206.
• We will not provide you a refund for certain goods which by nature cannot be returned. Such items include items which cannot be resold for health and hygiene reasons once unwrapped (for example body jewelry, mattresses, bedding, certain items of clothing, personal grooming products, medicines, and certain baby products, etc.).
• Notwithstanding the foregoing, all refunds will be subject to our discretion.
ii. Walmart Online Grocery Services Delivery and Pickup
• We aim to deliver your goods within the delivery or pickup window you selected when placing your order, but do not guarantee that goods will be delivered or available for pickup on or by a certain date. Walmart will not be liable for delivering the goods outside of the requested delivery or pickup slot or failing to deliver or make available for pickup all or any of the goods in your order.
• We can only deliver to an address stored in your address book in your account on the Walmart Grocery Site.
iii. Walmart Online Grocery Services Pricing
• Pricing for Walmart Grocery items will be the same prices as if you shopped in the store that packs and delivers the items. If an item’s price changes between the time you place your order and the day your order is packed for delivery, we will charge you the lower price. If you have chosen to allow substitutions for your order, and substitutions are made, you will also be charged for the lower priced item. Please note that due to differences in distribution, regional competition, and other factors, prices may vary between stores, and so the prices you see online may not match all stores, only the store where your order is packed. Walmart Grocery does not match prices from other online or physical stores, or Walmart stores other than the one where your items are picked and packed.
iv. Walmart Online Grocery Services Promotion Codes
• Only promotional codes issued by Walmart can be used for Walmart online grocery services. Grocery Promo Codes cannot be used in Walmart stores. Grocery Promo Codes issued by Walmart are, and will remain, the property of Walmart and are not transferable, cannot be resold, and have no cash value unless otherwise stated. Grocery Promo Codes may not be used for alcohol purchases.
• Grocery Promo Codes can be added to your Walmart online grocery order by entering the code at checkout or by selecting a saved offer in checkout. To apply a Grocery Promo Code to your order, you must select it in the “Review Order” section at checkout. Use of a Grocery Promo Code may be subject to you providing proof of entitlement to use the Grocery Promo Code.
• All Grocery Promo Codes have an expiration date after which they cannot be used for any order. Grocery Promo Code values may be adjusted if the total discount value is greater than the value of your order.
• We reserve the right to withdraw or cancel any Grocery Promo Code at any time, either as a whole, or for specific goods or delivery areas. If this happens, then the Grocery Promo Codes may not be used for any orders placed after the date of withdrawal or cancellation. We reserve the right to reject or cancel the use of a Grocery Promo Code where fraud or misuse is suspected. You will have no claim against Walmart in connection with such rejection or cancellation of a Grocery Promo Code. Walmart will not be liable to any customer or household for any financial loss arising out of the cancellation or withdrawal of any Grocery Promo Code or any failure or inability of a customer to use a Grocery Promo Code for any reason.
• Grocery Promo Codes may not be copied, reproduced, published, or distributed directly or indirectly in any form for use by anyone other than the original recipient. By using a Grocery Promo Code, you warrant that you are the duly authorized recipient of it.
v. Walmart Online Grocery Delivery Unlimited
• Walmart Online Grocery Delivery Unlimited (“Delivery Unlimited”) benefits are dependent upon inventory availability, available delivery time slots, and in some cases, the delivery address. Delivery Unlimited-eligible orders are limited to items sold through www.grocery.walmart.com or the Walmart Grocery application. We may also exclude products with special delivery characteristics at our discretion. For more information about the details of Delivery Unlimited, see Delivery Unlimited FAQs, available at https://grocery.walmart.com/delivery-unlimited-faq.
• Cancellation. You may cancel Delivery Unlimited by calling Walmart Customer Care at (800) 924-9206, or through your Walmart Grocery Account. There are no refunds for Delivery Unlimited fees paid, except as expressly provided in these Terms. If you cancel, you can continue to use Delivery Unlimited benefits until the end of your paid term.
o Free Trial Offers: You may cancel Delivery Unlimited at any time during your free trial. If you cancel during the free trial period, you will not be able to use Delivery Unlimited, and will lose the benefits of the free trial immediately.
• Auto – Renewal. YOU MAY SELECT EITHER A ONE-MONTH OR A ONE-YEAR DELIVERY UNLIMITED TERM (“TERM”). YOU WILL BE CHARGED IMMEDIATELY FOR THE INITIAL TERM. FOLLOWING THE INITIAL TERM, YOUR DELIVERY UNLIMITED SUBSCRIPTION WILL AUTOMATICALLY RENEW, AND WE WILL CHARGE ANY CREDIT OR DEBIT CARD WE HAVE ON FILE FOR YOU FOR AN ADDITIONAL TERM AT THE FEE THEN IN EFFECT PLUS ANY APPLICABLE TAXES ON A RECURRING BASIS WITHOUT FURTHER NOTICE TO YOU (EXCEPT TO THE EXTENT THAT NOTICE IS REQUIRED BY APPLICABLE LAW) UNLESS AND UNTIL YOU NOTIFY WALMART OF YOUR DESIRE TO CANCEL YOUR SUBSCRIPTION BY FOLLOWING THE DELIVERY UNLIMITED CANCELLATION PROCESS DESCRIBED IN THE PARAGRAPHS ABOVE. To avoid being charged for a new term, you must cancel your subscription before the end of the current term. If you cancel, you can continue to use Delivery Unlimited benefits until the end of your term.
• Other Limitations. We reserve the right to accept or refuse Delivery Unlimited subscriptions at our discretion. You may not transfer or assign your Delivery Unlimited account or any Delivery Unlimited benefits. Delivery Unlimited participants are not permitted to purchase products for the purpose of resale, rental, or delivery to their customers or potential customers using Delivery Unlimited benefits. From time to time, Walmart may choose in its sole discretion to add or remove Delivery Unlimited subscription benefits. Promotional free trials of Delivery Unlimited are limited to one per customer.
• Fees. The fees for Delivery Unlimited are stated in the subscription sign up process. From time to time, we may offer different terms and the fees for Delivery Unlimited may vary. The Delivery Unlimited fee is non-refundable except as expressly set forth in these Terms. Sales, excise or other similar taxes may apply to the Delivery Unlimited fee. If all credit or debit cards we have on file for you are declined for payment of the applicable fee, your Delivery Unlimited participation will be automatically cancelled and benefits will end. You may have the ability to sign up for Delivery Unlimited thereafter through your Walmart Grocery account. Your new term will be based on the date that you sign up.
• Terms and Conditions Changes. We may at our discretion change these Delivery Unlimited Terms, or any aspect of Delivery Unlimited that is not material, without notice or liability to you. If any change to these Terms is found invalid, void, or for any reason unenforceable, that change is severable and does not affect the validity and enforceability of any remaining changes or conditions. YOUR CONTINUED ENROLLMENT AFTER WE CHANGE THESE TERMS CONSTITUTES YOUR ACCEPTANCE OF THESE CHANGES. IF YOU DO NOT AGREE TO ANY CHANGES, YOU MUST CANCEL YOUR SUBSCRIPTION.
• Termination by Us. We may terminate your subscription at our discretion without notice or liability to you. If we do so, we will give you a full refund for any term that has not yet expired. However, we will not give any refund for termination related to conduct that we determine, at our discretion, violates these Terms or any applicable law, involves fraud or misuse of the Delivery Unlimited subscription or is harmful to our interests or another user.
G. Walmart Digital Photo Center
Any use of the Walmart Digital Photo Center (available at www.walmart.com/Photo) is subject to the following additional terms:
• Walmart claims no ownership rights to the photos, photo files, albums, projects, captions, or prints (collectively defined as “Photos”), that you place in your Walmart Digital Photo Center Account. However, by uploading Photos into your Walmart Digital Photo Center Account, you agree to waive all moral rights to those images. In addition, you grant to Walmart a nonexclusive, worldwide, royalty-free license, so we can download, upload, copy, print, display, reproduce, modify, publish, post, transmit, distribute, and otherwise make available the photos included in your Walmart Digital Photo Center Account for the purpose of displaying Photos to the people you select and to fulfill orders. We will not use or modify your Photos for marketing purposes or any other purposes without obtaining your express permission.
• You are responsible for monitoring and creating backup copies of the Photos stored in your account. Walmart Digital Photo Center is not provided to you under any warranty. Walmart will not be liable for any damage to your photos, albums, rolls, or uploads, including but not limited to loss, deletion or alteration.
• Walmart reserves the right to require that you obtain a signed copyright release form from the photographer or studio for photographs that are signed, stamped, or otherwise identified by any photographer or studio as copyrighted material, or any photograph that appears to have been taken by a professional photographer or studio, even if it is not marked with any sort of copyright. In such cases, negatives or digital images of a copyrighted image will be returned to you unprinted and you will be provided instructions on how to present Walmart with a signed copyright release. Copyright owner release forms and copyright permission release forms are available in-store at the Walmart Digital Photo Center.
• Walmart will not assist in the copying of any state or federal document, including but not limited to driver’s licenses, passports, and social security cards.
• As a convenience to Walmart customers, Walmart may make third-party software available through the Walmart Digital Photo Center either through physical distribution or by download. To use such software, you will agree to the terms and conditions imposed by the third party provider. Unless otherwise stated in any specific agreement, the agreement to use such software will be solely between you and the third party provider.
• Walmart uses commercially reasonable efforts to maintain the availability of the Walmart Digital Photo Center 24 hours a day, 7 days a week, and provide photo processing within the time frame communicated to you. However, Walmart will not be liable to you for any unexpected outage or disruption of service. One-hour photo services are subject to limitations on store equipment and processing capacity, and actual pick-up times may vary.
• Making available any Photos to Walmart for processing, printing, storage, transmission or other handling constitutes an agreement by you that any damage to your Photos or computer system, or any loss of data, by Walmart, its subsidiaries, employees, or agents, even if caused by negligence or other fault, will only entitle you to replacement with a like amount of storage and processing. Except for replacement, to the fullest extent provided by applicable law, the handling of any Photos is not under warranty or liability, and recovery for any incidental or consequential damages is excluded.
• You understand and agree that any Content, including but not limited to Photos and software, downloaded or otherwise obtained through the use of the Walmart Digital Photo Center is done at your own discretion and risk and that you will be solely responsible for any damages to your computer system or loss of data that may result in the download or upload of such material. Your use of the Walmart Digital Photo Center may expose you to Photos you may feel objectionable. You take sole responsibility for such exposure.
H. Scan & Go Mobile App
Any use of the Walmart Scan & Go App (“SNG App”) is subject to the following additional terms:
i. Accessing and Using the SNG App
• Walmart may alter, suspend, or terminate use of the SNG App at any time at its discretion without notice to you.
• For certain large SNG App purchases, you will be asked to confirm your payment method and identity with a Walmart associate located at the store exit by presenting the credit card used for the transaction and a government-issued photo identification. If you are unable or unwilling to do so, you must pay for your purchase using traditional check-out methods. Please consult your local Walmart store for further details.
• Some items (i.e., alcohol, tobacco, gift cards that are not pre-activated, tires, car batteries, hearing center items, R-rated movies and games, prescriptions and some harsh chemicals) cannot be purchased using the SNG App.
ii. License Grant and Use Restrictions
• Walmart does not own the media or device on which the SNG App is recorded or stored, but Walmart and its licensors retain ownership of the SNG App itself.
• The SNG App is available only for supported devices, and is not available for all devices. Please check to determine whether a specific device-software combination is supported by the SNG App. You may not use the SNG App on devices that are not supported.
• You may not distribute or make the SNG App available over a network where it could be used by multiple devices at the same time. You may not sell, resell, rent, lease, lend, redistribute, sublicense, or otherwise make the SNG App available.
I. Digital Video by Vudu
Any use of Digital Video by Vudu (“Vudu”) is subject to the following additional terms. Vudu is an Internet-based home entertainment service that provides access to a library of movies, images, television shows, artwork and/or other episodic content (“Vudu Content”) through your computer or mobile device, your Internet-capable television and/or a proprietary device manufactured by Vudu or a third party that is licensed to incorporate Vudu into its device(s) (collectively, the “Vudu Devices”). Please direct all questions regarding Vudu to email@example.com.
i. Purchasing and Renting Vudu Content
o If you rent Vudu Content, you will typically have 30 days to initiate viewing. Once initiated, viewing must typically be completed within 24 hours or before the end of the 30th day from date of initiation, whichever occurs sooner.
o If you purchase Vudu Content, you may view it for as long as you (a) are capable of accessing Vudu, and (b) maintain an active Vudu account.
Our authority to provide Vudu Content to you is subject to restrictions imposed by the movie studios and other distributors that make Vudu Content available to us (“Content Providers”). These Content Providers may designate limited periods of time when we are prohibited from renting, selling and/or streaming certain Vudu Content to you, including Vudu Content that you have previously purchased. You will be able to again rent, purchase and/or view such Vudu Content at the conclusion of these restricted periods. If you have questions concerning the availability of Vudu Content that you have ordered, please contact Vudu at firstname.lastname@example.org.
• You may have the opportunity to stream an electronic copy of eligible physical disc(s) purchased from Vudu, from participating stores via InstaWatch, or from Walmart.com via InstaWatch. For Blu-ray™ purchases, you would receive the HDX quality digital copy. For DVD purchases, you would receive the SD quality digital copy. Sometimes the DVD or Blu-ray version of a title varies from the digital version. We will provide the digital version of the title that we determine is comparable to the version you purchased. If you purchase a Blu-ray or DVD title that includes additional content (such as additional audio tracks or other “bonus features”), this content may not be included in the version added to your Vudu library.
• For purchases of DVDs or Blu-rays from Vudu, disc orders are fulfilled and shipped by Walmart.com. Once confirmed, orders cannot be canceled or changed. For purchases from participating stores or from Walmart.com, InstaWatch requires the following: (a) a current and valid Vudu account (you may use your Walmart.com credentials to register for a Vudu account); (b) proof of registration of your Walmart.com account or Vudu account, as instructed by Walmart upon purchase of any eligible physical disc(s); and (c) scanning your receipt containing the eligible DVD or Blu-ray Disc purchase with the Walmart.com application or providing your phone number at checkout when you purchase an eligible DVD or Blu-ray Disc (if available).
• Additionally, certain physical discs purchased may require you to register on a third-party site or otherwise meet requirements of such third party sites (e.g., Movies Anywhere™, etc.). We will not bill you for eligible digital downloads via InstaWatch but require you to maintain an accurate method of payment (i.e. current valid credit card) on file for other purchases you may make and for fraud prevention purposes.
• To make InstaWatch available to you, we may need to request certain information from you during check-out at participating stores or on Walmart.com. We request this information to verify your participation in InstaWatch and to identify eligible disc purchases. Provision of such information is not required to complete your purchase but is necessary to allow you to redeem your electronic copy.
• To use InstaWatch, or to buy DVDs or Blu-ray discs on Vudu, you agree that (i) Walmart, its subsidiaries, affiliates, or other members of the Walmart corporate family can share your purchase information with Vudu, Inc., which is an affiliate of Walmart, and (ii) Vudu, Inc. can share your purchase information with Walmart and other Walmart subsidiaries, affiliates, or other members of the Walmart corporate family. If you purchased a physical disc at Walmart.com, order fulfillment times to receive your electronic copy may vary. An email will be sent to you after fulfillment of your order.
• If you watch any portion of the electronic copy provided to you as part of InstaWatch, or from a DVD or Blu-ray purchase on Vudu, you will not be permitted to return any physical discs purchased by you even if such physical disc is unopened and in its original packaging and we reserve the right to charge you a rental or ownership fee for such electronic copy. Similarly, if you return such physical disc before streaming the electronic copy, we will revoke your access to such electronic copy.
iii. Disc to Digital
• You may have the opportunity to convert your physical Blu-ray and DVD discs into electronic copies that may be stored and viewed through Vudu via the In-Home and Mobile (In App) Disc to Digital programs. The In-Home and Mobile Disc to Digital programs are only available for physical Blu-ray™ and DVD titles that have been legitimately purchased and are presently owned by you and have not been previously used in a Disc to Digital conversion. You may convert a maximum of one hundred physical Blu-ray™ and DVD titles per calendar year for the Mobile Disc to Digital program. Additionally, you may only scan to convert your Blu-ray™ and DVD titles while those titles are eligible for the In-Home or Mobile Digital to Disc programs. Vudu Disc to Digital is patent pending.
iv. Digital Movie Cards
• Digital Movie Cards allow you to purchase digital movies at Walmart locations for viewing with a Vudu account. Digital Movie Cards may be available at Walmart store locations. Cards have no value until they are activated upon purchase at the register. Keep your receipt. We are not responsible for lost or stolen receipts. Digital Movie Cards may not be returned.
• Cancellations and Refunds. You may cancel your Vudu account at any time by contacting Vudu customer support at email@example.com. Any remaining cash balance in your Vudu account will be refunded at that time. Any charges and fees paid for Vudu Content are non-refundable. Any Vudu credits you may have accrued are non-refundable and nontransferable. Vudu Content purchased on Vudu is nontransferable and will be deleted from your Vudu Device(s) and your Vudu account upon cancellation of your Vudu account. Cancellation of your Vudu account will also terminate your access to Vudu Content that you have purchased and/or rented. Once your account has been closed, you will not be able to re-open your Vudu account in the future. Additionally, in the event of a refund by us (which we may or may not grant in our sole discretion) for any reason other than termination or cancellation of your Vudu account, we will terminate your access to any Vudu Content for which a refund was provided.
• Account Access. As an additional security measure, the parental controls in your account management profile allow you to restrict purchasing through your Vudu account by requiring that a passcode be entered before finalizing any purchase. If you believe that you may be victim of identity theft involving your Vudu account, you should notify customer service and report any information about this instance to your card issuers and local law enforcement. We reserve the right to place any account on hold at any time with or without notification to you in order to protect ourselves and our partners from what we believe to be fraudulent activity. We are not obligated to credit or discount a membership for holds placed on the account by either a representative of us or by any automated process.
• Account Terminations. If your Vudu account is terminated for any reason, your credit card will be refunded any U.S. dollar balance that remains in your Vudu account. We have no obligation to refund fees paid for Vudu Devices or any value, monetary or otherwise, you may have accrued as Vudu credits.
• Information or Complaints. If you have a question or complaint regarding Vudu (or your bills, please send an e-mail to firstname.lastname@example.org. You may also contact us by writing to Vudu, Inc., 600 W. California Ave, Sunnyvale, CA 94086, or by calling us at (888) 554-8838. Please note that e-mail communications will not necessarily be secure; accordingly you should not include credit card information or other sensitive information in your e-mail correspondence with us.
• Minimum Service Requirements. YOU MUST HAVE HIGH-SPEED INTERNET CONNECTIVITY, A VUDU ACCOUNT AND A DEVICE COMPATIBLE WITH VUDU TO USE VUDU. You will be responsible for all costs associated with procuring and maintaining the Internet connectivity and device(s) necessary to access and use Vudu, including but not limited to any internet connectivity, data transmission or airtime fees charged by internet service providers or mobile phone carriers while accessing Vudu or Vudu Content. Vudu is available only, and Vudu Content can be accessed only from, within the United States of America, including the District of Columbia and Puerto Rico.
• Operational Limits. The provision of Vudu is subject to the availability and the operational limitations of the requisite equipment and associated facilities. You understand and agree that temporary interruptions of Vudu, including Vudu’s ability to stream rented or purchased movies to you, may occur as normal events in the provision of Vudu, and that we are not liable for such interruptions.
• Device Limits. You may link up to eight (8) Vudu Devices to your Vudu account to view Vudu Content (each, a “Linked Device”), provided such Linked Device may only be linked to a single Vudu account at a given time. Computers that stream Vudu Content via the Internet are not required to be linked to your Vudu account and will not be considered a “Linked Device”; provided, however, that any computer that is used to download Vudu Content via the Vudu To Go service will require a link to your Vudu account and will be considered a “Linked Device.”
• Vudu Content Selection. We will determine the selection, availability and quality of all Vudu Content. The selection, quality and availability of the Vudu Content offered can/may be unique to each Vudu account and Vudu-compatible device. Not all Vudu Content is available at all times to all users. For example, Vudu Content that is available for rental may not be available for purchase and Vudu Content that is available for purchase may not be available for rental. Not all Vudu Content is appropriate for all users.
• Age Restrictions; Parental Controls. While Vudu does distribute Vudu Content that may be watched by children, not all Vudu Content is appropriate for children. If any children watch Vudu Content through your Vudu account, you are responsible for those viewing selections. Vudu includes parental control features that lets you restrict access to certain Vudu Content based on the rating system of the Motion Picture Association of America and on rating metadata from Common Sense Media®. Vudu also includes access to a feature powered by ClearPlay®, a third-party service that allows you to skip past or mute Vudu Content based on your sensitivities to language, sex and violence. You can access these features in your Vudu account profile. We shall have no liability if a child or you, through mistake or otherwise, views Vudu Content that may be objectionable to you or the child.
vii. Mobile Device Communications
• By creating a new Vudu account with a phone number or adding a phone number to an existing Vudu account, you consent to receiving communications, which may include phone calls or SMS messages, from us regarding your Vudu account and Vudu offerings. You agree that you are the primary owner of that phone number and that the information provided is accurate. Standard message and data rates may apply. Messages will be sent from an automatic telephone dialing system and messages may include an artificial or pre-recorded voice. Your agreement to receive those messages is not a condition of purchase or required to receive services.
• Supported carriers currently include: ACS Wireless, AIO Wireless, AT&T, Bluegrass Cellular, Boost, Carolina West Wireless, Cellcom, Cellular One, Cellular One of East Central Illinois, Cellular South, Chat Mobility, Cincinnati Bell, Cricket, ECIT, Element Wireless, GCI, Golden State Cellular, Illinois Valley, Immix Wireless, Inland Cellular, iWireless, LongLines Wireless, MetroPCS, Nex-Tech, Northwest Missouri Cellular, NTelos, Plateau Wireless, PTCI, Sprint, T Mobile, Thumb Cellular, U.S. Cellular, Verizon Wireless, Virgin Mobile USA, West Central Wireless and other carriers that may be added from time to time. SMS communications may not be compatible with all handsets.
viii. Third-Party Software & Licensing Notices
• Next-Gen Extras (Extras+ on Mobile). Portions of the Next-Gen Extras functionality are Copyright 2016 Warner Brothers and are licensed under the Apache License, Version 2.0 (the “License”). You may not use this file except in compliance with the License. You may obtain a copy of the License at https://github.com/warnerbros/cpe-manifest-ios-experience/blob/master/LICENSE. Unless required by applicable law or as agreed to in writing, software distributed under the License is distributed on an “AS IS” BASIS, WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, either express or implied. See the License for specific language governing permissions and limitations under the License.
J. Walmart Registry for Good
Any use of the Walmart Registry for Good (available at https://www.walmart.com/registry/registryforgood/welcome) is subject to the following additional terms:
• Participation in Registry for Good Site is limited to Walmart.com accounts that have been associated with an eligible recognized 501(c)(3) organization (“Charity”) as verified by Walmart or its third party service provider. Each Walmart.com account may create only one Registry for Good.
• Charities may be required to verify their compliance with these Terms, including verification that the Charity meets, or continues to meet the definition of a charity. Walmart may monitor the Charity’s website or other information to verify its compliance with these Terms.
• Charities may elect to make their Registry for Good searchable on the Registry for Good Site or may elect to make the registry private and available only to those who have a link.
• Charities are solely responsible for compliance with all solicitation regulations under each jurisdiction where they promote their Registry for Good, or the Registry for Good Site or any portion thereof.
• Charities acknowledge and agree that they are not entitled to receive, and Walmart will not provide, any identifiable customer information in respect of purchases made from any Registry for Good. Walmart will not promote any Charity or its Registry for Good.
iv. List Address.
• Walmart.com customers may purchase items selected by a Charity for its registry and choose to direct Walmart to deliver them to the address designated by the Charity (“List Address”) or customers may choose to deliver the items to the Charity directly.
• List Addresses provided by the Charity must be owned or leased by the Charity. Charities must promptly update their List Address (and any other information requested by Walmart) if the Charity address changes or it ceases holding a valid ownership or leasehold interest in the List Address. An agreement with a mail delivery agent or delivery service is not considered a leasehold for purposes of these Terms. By participating in the Registry for Good program, Charities consent and allow Walmart or any of its affiliates to share the List Address with any seller that offers items on your Registry for Good that a customer elects to purchase and send to the Charity List Address.
ii. Charity Promotion
• Charities may only promote or link to their Registry for Good on their own website, user-generated content published through a social media account, or page belonging to the Charity, offline mailings, or email correspondence, and may only use such of Walmart’s trademarks or logos, links to the Registry for Good Site, or other Walmart Content Walmart may make available to the Charity, in all cases in accordance with the following restrictions:
o Charities may not promote or link to the Registry for Good, or the Registry for Good Site, in a way that is misleading, illegal, or confusing to viewers or that does not accurately represent the Registry for Good program.
o Charities may not state, or imply that Walmart funds, endorses, supports or is otherwise engaged in business with a Charity.
o Charities may not request, collect, obtain, store, cache, or otherwise use any account information of, or used by, other Walmart customers
o Charities may not modify, redirect, suppress, or substitute the operation of any button, link, or other feature of the Walmart Content or the Registry for Good Site.
o Charities may not frame your Registry for Good or the Registry for Good Site, or any part of it, on your own website, social media account, mailings or correspondence. Displaying a link in accordance with these Terms will not be considered framing.
• Walmart reserves the right to terminate any Charity participation in the Registry for Good, or suspend access to the Registry for Good site for violation of these Terms, in addition to any other remedies available to Walmart under these Terms or applicable law.
17. Disclaimer of Warranties
18. Limitation of Liability
YOU ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, WALMART WILL NOT BE LIABLE TO YOU OR TO ANY OTHER PERSON UNDER ANY CIRCUMSTANCES OR UNDER ANY LEGAL OR EQUITABLE THEORY, WHETHER IN TORT, CONTRACT, STRICT LIABILITY, OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, OR CONSEQUENTIAL LOSSES OR DAMAGES OF ANY NATURE ARISING OUT OF OR IN CONNECTION WITH THE USE OF OR INABILITY TO USE THE WALMART SITES, EVEN IF AN AUTHORIZED REPRESENTATIVE OF A WALMART ENTITY HAS BEEN ADVISED OF OR SHOULD HAVE KNOWN OF THE POSSIBILITY OF SUCH DAMAGES. TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, THIS DISCLAIMER APPLIES TO ANY DAMAGES OR INJURY ARISING FROM ANY FAILURE OF PERFORMANCE, ERROR, OMISSION, INTERRUPTION, DELETION, DEFECTS, DELAY IN OPERATION OR TRANSMISSION, LOST PROFITS, LOSS OF GOODWILL, LOSS OF DATA, WORK STOPPAGE, ACCURACY OF RESULTS, COMPUTER FAILURE OR MALFUNCTION, COMPUTER VIRUSES, FILE CORRUPTION, COMMUNICATION FAILURE, NETWORK OR SYSTEM OUTAGE, THEFT, DESTRUCTION, UNAUTHORIZED ACCESS TO, ALTERATION OF, LOSS OF USE OF ANY RECORD OR DATA, AND ANY OTHER TANGIBLE OR INTANGIBLE LOSS. SUBJECT TO THE FOREGOING, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NO WALMART ENTITY WILL BE LIABLE FOR ANY DAMAGES IN EXCESS OF THE FEES PAID BY YOU IN CONNECTION WITH YOUR USE OF THE WALMART SITES DURING THE SIX (6) MONTH PERIOD PRECEDING THE DATE ON WHICH THE CLAIM AROSE.
YOU SPECIFICALLY ACKNOWLEDGE AND AGREE THAT, TO THE FULLEST EXTENT PROVIDED BY APPLICABLE LAW, NO WALMART ENTITY WILL BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY SELLER (INCLUDING ANY MARKETPLACE RETAILER), SHOPPER, OR OTHER USER OF THE WALMART SITES.
20. Disputes & Arbitration; Applicable Law
PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT. Using or accessing the Walmart Sites constitutes your acceptance of this Arbitration provision. Please read it carefully as it provides that you and Walmart will waive any right to file a lawsuit in court or participate in a class action for matters within the terms of the Arbitration provision.
This is to notify you that parental control protections (such as computer hardware, software, or filtering services) are commercially available that may assist you in limiting access to material that is harmful to minors. Information identifying current providers of such protections is available from https://en.wikipedia.org/wiki/Comparison_of_content-control_software_and_providers. Please note that we do not endorse any of the products or services listed on such site.
24. How to Contact Us
If you have any questions or comments, please contact us at https://walmart.com/contact-us/, or by mail at the following address: Walmart.com; No 5, Maurice Close Fwavwei Rayfield, Jos, Plateau.
Please note that e-mail communications will not necessarily be secure; accordingly, you should not include credit card information or other sensitive information in your e-mail correspondence with us.
At Walmart, our customers are number one – always. That’s why everything we do is focused on providing excellent customer service and delivering low prices.
The information you share with Walmart allows us to provide the products and services you need and want while giving you the very best shopping experience.
Our founder Sam Walton reminded us that “a promise we make is a promise we keep,” and it’s our promise to customers that we respect the trust you place in us and the privacy of the information you share. Part of providing superior customer service includes making sure that we’re building a relationship of trust with customers. Our way of doing that is to let you know in a clear, prominent, and easily accessible way how we collect, use, share, and above all protect your personal information.
Our Policy outlines:
• How and why we collect your personal information;
• How your personal information is used and protected;
• When and with whom we share your personal information; and
• What choices you can make about how we collect, use, and share your personal information.
This Policy covers how and why we collect, use, share, and protect your personal information:
• Within our Walmart and Amigo retail stores in the United States and Puerto Rico, and
• On our websites and mobile services where this Policy is posted.
Personal information is information that identifies you or reasonably can be linked to information that identifies you. For example, when you place an item on layaway or place an order online, we collect personal information, such as name, address, phone number, and credit or debit card information.
We have specific privacy notices that explain the information practices that apply to our specialized operations. See “What Privacy Protections Apply to Specific Types of Personal Information?” section for more information.
What Privacy Protections Apply to Specific Types of Personal Information?
Our specific privacy notices for our specialized operations include:
• Our health services operations, such as Walmart Pharmacies, Vision Center, and Clinics, use patient health information as described in the health services Notice of Privacy Practices. Review the Notice of Privacy Practices for the information practices specific to patient health information.
• Walmart makes a variety of financial products and services available to you, either directly or in connection with business partners. A description of information practices specific to financial products and services is available here.
• Walmart maintains separate privacy policies applicable to its international operations.
What is Our Pledge of Accountability?
We require our associates, business partners, and service providers to manage your personal information properly.
We have designated a team of trained associates who are responsible for helping to ensure compliance with this Policy. We require all those who manage customers’ personal information to do so properly and in accordance with our policies.
What Type of Information Do We Collect?
We collect two types of information: (1) information we receive from you and (2) information we receive from others. Information we receive from you includes information you share with us, such as when you create an account on one of our websites. This also includes information you provide us through technology, such as through a cookie placed on your computer when you visit our websites. We also receive information from other sources to help us supplement our records, improve the personalization of our service to you, and detect fraud. Our goal is to limit the information we collect to the information needed to support our business.
We collect information to deliver the products and services you request and to help improve your shopping experience. We collect information from you in a variety of ways when you interact with our stores, websites, and mobile services.
Information We Receive From You
You share information with us in various ways in our stores and online. For example, you share information when you:
• Make an in-store or online purchase, or other transaction, with us;
• Create an account on one of our websites or mobile services;
• Use a gift registry or create a mobile shopping list;
• Participate in our programs, such as eReceipts;
• Conduct a transaction or request a service where we collect information (including when required by law, such as hunting and fishing licenses);
• Request customer service or contact us;
• Post a review or comment on one of our social media pages, or post a rating, review or other user-generated content on one of our websites or mobile services;
• Participate in a contest, sweepstake, promotion, or survey; or
• Use features of our websites and mobile services that may ask you to grant us access to the camera or microphone on your computer or mobile device (such as voice search or scanning bar codes).
When you engage in these activities, you may share different types of personal information with us, such as your name, email address, physical or postal address, phone number, date of birth, and payment information.
You also provide us information in other ways through technology. Some of this information may be linked to you personally. This information helps our websites and mobile services work correctly and supports our customer marketing and analytics efforts – our work to understand our customers’ needs and provide information about our products and services. Here are some examples:
• Device Information: We collect technical information when you visit our websites or use our mobile applications or services. This includes information such as Internet Protocol (IP) address, the type of mobile device you use, your device operating system and browser type, a unique device identifier, the address of referring websites, the path you take through our websites, and other information about your session on our websites.
• Browsing Information: We use our own and third-party technologies such as cookies, web beacons, and mobile device identifiers to collect information about the use of our websites and mobile services. We use these tools to provide an integrated and more personalized shopping experience for you. For example: cookies allow us to provide you relevant information as you use or return to our sites; web beacons allow us to know if a certain page was visited, an email was opened, or if ad banners on our websites and other sites were effective. See “What Are Your Choices?” below for more information.
• Location Information: We may collect information about your location when your device is set to provide location information. For example, your device’s GPS signal allows us to show you the nearest Walmart stores. Other examples include allowing us to know when you are about to arrive to pick up your Online Grocery Pickup order after you check in. We may be able to recognize the location of a mobile device in stores where we provide customers free WiFi access or through the use of Bluetooth technology. Through mobile services, Bluetooth technology in our stores allows us to show you nearby products that may interest you, making it easier for you to locate products within and navigate through the store. See “What Are Your Choices?” below for more information.
• Facility Cameras: We operate cameras in store for security and operational purposes, for example, to help us improve the design of our stores to better serve our customers.
Information We Receive From Other Sources
We receive information about you from other sources to help us correct or supplement our records, improve the quality or personalization of our service to you, and prevent or detect fraud. We collect personal information from consumer reporting agencies in conjunction with products or services that involve financial risk to Walmart, such as transactions in which Walmart extends you financing.
How Do We Use Your Personal Information?
We use your personal information to provide you products and services, such as to fulfill your requests for products or to help us personalize our offerings to you. We also use your personal information to support our business functions, such as fraud prevention, marketing, and legal functions.
Some examples include:
• To fulfill your requests for products and services and communicate with you about those requests;
• To register and service your account;
• To administer contests, sweepstakes, promotions, and surveys;
• To provide customer service and alert you to product information, including recalls;
• To help us personalize our service offerings, websites, mobile services, and advertising;
• To help us improve your experience in our stores and through our websites and mobile services;
• To send you information about our products, services, and promotions;
• To respond to reviews, comments, or other feedback you provide us;
• To protect the security and integrity of our websites, mobile services, and our business; and
• To perform analysis to better understand our customers.
To do the above, we combine personal and non-personal information, collected online and offline, including information from third party sources. We also transfer or share your personal information within our corporate family of companies, such as with Sam’s Club, Vudu, Moosejaw.com or Hayneedle.com, for these purposes, as permitted by law.
Uses of personal information relevant to our specialized operations, such as our health services and financial services lines of business, are described in our notices for specific types of information.
How Do We Share Your Personal Information Outside of Walmart?
We will not sell or rent your personal information, except in the event all or a part of our business is merged, sold or reorganized. We may share your personal information in limited circumstances, such as to conduct our business, for other companies to offer you and administer your use of co-branded products and services, when legally required, or with your consent.
We will not share your personal information outside of our corporate family of companies, except in the following circumstances:
We share personal information about you with service providers that help with our business activities, including shipping vendors, billing and refund vendors, payment card processors, and companies that help us improve our products and services. We require our service providers to keep your personal information secure. We do not allow our service providers to use or share your personal information for any purpose other than providing services on our behalf. Your personal information may be stored and processed by our service providers in the United States or other locations where the service providers or Walmart maintain facilities.
Products and Services Offered by Other Businesses
We will sometimes enable other businesses to make their products or services available to our customers, such as through Walmart.com Marketplace retailers. You may purchase products or services from these other businesses at our stores or through our websites or mobile services. When you purchase these products or services, we identify the other business and share with this business personal information related to your purchase of their products and services.
Co-Branded Products and Services
We may share your personal information with companies that offer co-branded products or services, such as our co-branded Walmart credit card. These companies are prohibited from using your personal information for purposes other than offering you, and administering your use of, these co-branded products and services.
Legal Requirements and Protection of Our Company and Others
We may share your personal information in other special circumstances, which include situations when sharing is required by law, or we believe sharing will help to protect the safety, property, or rights of Walmart, our customers, our associates, or other persons. Examples include:
• Protecting the health or safety of customers;
• Addressing crimes committed on Walmart property;
• Identifying and addressing fraud or financial risk;
• Providing personal information from cameras to law enforcement at their written request;
• Responding to a search warrant or other valid legal inquiry; and
• Responding to an investigative body in the case of a breach of an agreement or violation of law.
In the event that all or a part of our business is merged, sold or reorganized (including transfers made as a part of insolvency or bankruptcy proceedings), personal information about you could be shared with the successor business. We will use reasonable measures to help ensure that any successor treats your information in accordance with this Policy.
Pursuant to Our Specific Privacy Notices
We have specific privacy notices related to some of our specialized operations. We may disclose personal information for purposes identified in those notices, which arise in those specialized operational areas. These specific privacy notices describe additional or different information practices relevant to those operations. Our specific privacy notices can be found here. For example, as detailed in the Notice of Privacy Practices, our health services operations will disclose personal information to other health care providers for treatment purposes.
With Your Consent
In any circumstance other than those described above, we will ask for your affirmative consent before we share your personal information outside of our corporate family of companies, and we also will not sell or rent your personal information.
What are Your Choices?
You have choices about the various ways we collect, use, and share your personal information.
• We may send you marketing communications. You can tell us your marketing preferences with Walmart by following the instructions on the Walmart Communication Preferences & Alerts page, and your preferences with Vudu by visiting the Vudu Communication Preferences section on the Account Information page.
• We also personalize your experience on our sites and mobile services by showing you advertisements from Walmart or our advertising partners that are tailored to your interests. Learn more about interest-based advertising, including how to opt out.
Some of our mobile services use your device’s location information. You can adjust the settings of your mobile device at any time to control whether your device communicates this location information. We may also offer additional controls on our use of your mobile location information.
We want to offer you choices about the different ways we collect, use, or share your personal information. These choices are described below.
When we are sending marketing communications to you, we use the following standards:
• We use an opt-in standard for automated phone and text messages. We use an opt-in standard for sharing personal information with companies outside our corporate family of companies for their use in direct marketing, such as sending you promotions. Opt-in means we will only conduct the activity with your affirmative consent.
• We use an opt-out standard for email or for other communications, such as postal mail. Opt-out means we may contact you, but will stop upon your request (as described below).
Additionally, these standards may not apply to Walmart-branded credit card offerings because these are provided through associated financial institutions. However, you can choose to stop receiving certain prescreened offers of credit that originate from participating nationwide credit reporting agencies, including our prescreened offers, by calling the official Consumer Credit Reporting Industry organization at 1-888-567-8688 or by going to www.optoutprescreen.com.
If you contact us by email or mail, please be sure to include your full name, the types of communications you would like to receive or not receive, and your related contact information. For instance, if you would like to opt-out of mail, include your mailing address. Please allow sufficient time for your marketing preferences to be processed. It may take up to ten days to process your requests related to email and up to 30 days to process your requests related to telephone calls, text messages, and sharing information with your consent. Please note that postal mailings are often prepared many weeks in advance, and you may continue to receive mail for six to ten weeks.
Since we do not accept opt-out requests from third parties, such as catalog opt-out services, please communicate your request directly to us through one of the mechanisms mentioned above.
Please know that, even if you opted out of receiving marketing communications from us, we may still contact you for transactional or informational purposes. Some examples are contacts for customer service, product information, service or reminder notices, or recalls. We may also need to contact you with questions or information regarding your order.
Interest-Based Advertising Preferences
We personalize your experience on our sites and mobile services by showing you advertisements that are tailored to your interests. For example, if you browse or shop for electronics with us or on other sites, we may show you ads for electronics as you continue to browse the Internet. For more information about browsing information see “Information We Receive From You.”
We show you advertisements related to Walmart or our advertising partners. We belong to ad networks that may use your browsing history across participating websites and mobile services to show you interest-based advertisements. You may also see ads for Walmart on participating websites and mobile services based on how you browse. We do not share personal information about you with companies that advertise on our websites without your consent. Learn more about interest-based advertising, including how to opt out.
Mobile Location Settings
Some of our mobile services use your device’s location information. You can adjust the location settings of your mobile device at any time to control whether your device communicates this information. You will also need to adjust your device’s Bluetooth settings to completely disable the collection of Bluetooth location-related data. See your device instructions to learn more about these settings. In addition, we may offer you controls on our use of your mobile location information. See “What Types of Information Do We Collect?” above for more information on the types of location information we collect.
Device Camera and Microphone
Some of the features on our websites and mobile services may require access to the camera or microphone of your computer or mobile device. You must give your permission before we access your device’s camera or microphone, and you can adjust the settings of your device at any time to control access to your camera or microphone. See “What Types of Information Do We Collect?” above for more information.
How Do You Access and Update Your Personal Information?
We provide you with various ways to access or update your personal information, including contact and account information. We also take reasonable steps to keep your personal information accurate and complete.
You can access or update your personal information, including contact or account information, in the following ways:
• If you have created an account on one of our websites, log into your account. Once you do, you will be able to enter and update your own contact information and payment information, as well as contact information for recipients you have designated.
Our specialized lines of business, such as health services and financial services, offer specific methods to exercise privacy rights. For example, our health services operations, such as Walmart Pharmacies, Vision Centers, and Clinics, provide opportunities to access or amend protected health information collected, created, or received by those operations (for example, information collected at a Walmart pharmacy to fill a prescription) as described by the Notice of Privacy Practices.
If you need assistance accessing records related to your personal information collected, created, or received by our health services operations or financial services operations, please visit the “What Privacy Protections Apply to Specific Types of Personal Information?” section.
How Do We Secure Your Personal Information?
We recognize the importance of maintaining the security of our customers’ personal information. We use reasonable security measures, including physical, administrative, and technical safeguards to protect your personal information.
We have a team of associates who are responsible for helping to protect the security of your information. Whether you are shopping on our websites, through our mobile services, or in our stores, we use reasonable security measures, including physical, administrative, and technical safeguards. These measures may include security access controls or other physical security safeguards, information security technologies and policies, procedures to help ensure the appropriate disposal of information, and training programs.
Here are some examples of security measures we use to protect your personal information:
• Passwords are required to access your online account and help to protect your account information. Please keep this password confidential.
• Encryption technology, called Secure Sockets Layer (SSL), helps to protect personal information in certain areas of our websites during transport across the Internet. The presence of SSL encryption may be indicated by https in the browser URL or the image of a closed lock or solid key in the browser window. These indications may not be present in mobile services that use SSL.
• For payment card information, we use secured networks, encryption or other protection of cardholder data, physical and technical access controls, monitoring and tests of security systems, and other information security practices to help to protect your information.
To learn more about measures you can take to protect the security of your personal information, please click here.
How Does Walmart Protect the Privacy of Children Online?
Walmart’s general audience websites and mobile services are not directed to children under the age of 13 and do not knowingly collect personal information from children under the age of 13. For those websites and mobile services that are directed to children under the age of 13, that website or mobile service will explicitly state that it collects information from children. The website will also have a separate privacy notice posted detailing the practices specific to those websites, all of which comply with the Children’s Online Privacy Protection Act.
Please Contact Us if you have concerns regarding the potential collection of your child’s information.
Visit our Store & Corporate Feedback page and select “Company Feedback and Questions” from the menu to contact the Customer Service Team with questions about this Policy or write the Walmart Privacy Office with any questions or comments about this Policy or about how we handle your personal information.
What Are Your California Privacy Rights?
The following rights apply to California residents.
• We share personal information with others outside of Walmart for direct marketing of their products only if we have your affirmative consent (opt in). See “How Do We Share Your Personal Information Outside Walmart?”
• We share personal information with other businesses within our corporate family, such as Sam’s Club, Vudu, Moosejaw.com, or Hayneedle.com. You may ask us for more information about this sharing and whether it affects you by contacting us at the address below. See “How Do We Use Your Personal Information?”
Contact our Customer Service Team or write the Walmart Privacy Office with any questions or comments about this Policy or about how we handle your personal information. The Privacy Office’s address is:
How Will I Know if this Policy Changes?
• If you registered for your Walmart.com account but have not made a purchase from Walmart.com since November 28, 2017, the changes related to sharing of information between Walmart and our co-branded partners will not apply to you.
Online Shopping Safety Tips
Online shopping is fast and easy, but it’s still “buyer beware.” Providing your information online can be as safe as providing it to a store you visit in-person, as long as you follow a few simple rules:
• Make sure your computer’s security software is up-to-date
• Shop well-known brands or sites with which you are familiar
• Make sure the site uses a secure check-out – look for https in the url or for other security indicators
• Purchase using your credit card
• If it sounds too good to be true, it probably is a scam
• Understand how the site will use your data and the choices that are available to you regarding its use by reading the site’s privacy statement
How to read a privacy statement
• What information is the company collecting about me?
• Is the information necessary for the online activity I am engaging in?
• How is information collected about me?
• How does the site use personal information once it is collected?
• Do I have a choice about the way information about me is used or shared? How can I make that choice?
• Is there a place where I can ask questions about my privacy and the use of my information?
Use strong passwords
Passwords are the equivalent of the lock and key to your house on the Internet and help prevent misuse of your computer and other information. Choose smart passwords and protect your information using these tips:
o Create a password using a string of at least eight letters and numbers
o Use one password for your computer login and a different passwords for online accounts
o Be very careful about responding to an email, phone call, fax or letter from anyone who asks for your password(s)
o Give your password and credit card number only via a secure connection on a web site
o Change your password periodically
o Use your address, birth date, phone number, common words or your pet’s name
o Share your passwords with anyone
o Write down any password near your computer where someone could see it
o Carry your password in your purse or billfold
o Give your password or credit card number via email
Securing your computer
The following tips from the United States Computer Emergency Readiness Team (US-CERT) will help keep your computer, and the information on it, safe:
• Always use anti-virus software and keep the software up to date. Each month, more than 500 new viruses are discovered. Doing this will help you protect yourself when using virus software, as well as everyone else with whom you communicate. Understand hidden threats and anti-virus software
• Always use a firewall. A firewall is like an internal lock for information on your computer. Many computer operating systems already have firewalls installed; you just have to turn them on. You can also download and purchase other firewalls to help secure your computer. Learn more about firewalls.
• Learn the risks associated with sharing files or your Internet connection. When sharing files across a network, make sure you know the rules and tips to keep your file sharing safe
• Disconnect from the Internet when idle. If you aren’t using it, disconnect your Internet connection. No one can attack your computer when it is not connected to the Internet. This is especially important if you have a high-speed connection. Learn about other good security habits
• Be in control of your security. Your browser has many security features, including many you may not use. Many web applications try to enhance your browsing experience by enabling different types of functionality, which may leave you vulnerable to cyber-attacks. Learn how to update your security settings
• Use caution when opening email attachments. Email is simple, popular and convenient – all of which makes it the perfect tool for cyber-attacks. According to the Anti-Phishing Working Group, in 2016 the total of reported phishing attacks was more than 1 million. Learn more about how to protect yourself and others in your address book from malicious attachments