Seller Agreement

In short

You refund buyers you owe, from your held money, directly, or from your next sales. If a refund you owe isn’t settled within 14 days, your shop pauses until it is. Your money is paid out at 6pm every day once each order is delivered and the buyer has had 3 days to report a problem.

This agreement is between you (the seller) and Sentri Digitals Ltd (trading as NairaBio). You accept it when you add your payout account. It adds to the Terms of Service; where they differ about selling, this agreement wins.

1. Verification levels and limits

What you can do depends on how much of yourself you’ve verified:

• Each level has limits on the largest single payment, the total in any 24 hours and the total in any 30 days (and, at Level 2 and up, on payment links). The limits in force for your shop are shown in the app under Settings → Verification. [LIMIT VALUES PER LEVEL — owner to confirm before launch]
• Limits are checked when a buyer starts paying. Over a limit, the buyer sees “This shop can’t take this order right now”. We’ll message you at 80% and 100% of a limit.
• A transfer that arrives late after you’ve hit a limit is accepted and may be reviewed.
• Identity checks can be tried 3 times a day; after that a person reviews your documents.

2. Before your ID is approved: NairaBio collects for you

Bachs keeps card and bank-transfer payments switched off on your own account until its reviewer has approved your ID. So that you can start selling sooner, NairaBio collects those payments for your shop on its own Bachs account in the meantime. You agree that:

• For those sales NairaBio is the merchant of record and receives the money. You remain fully responsible for the order: what you sold, delivering it and its quality.
• Your app shows these sales and their money as “arriving after verification”. The same fees, hold and release rules apply as for any other sale.
• Once your ID is approved and your Bachs account can receive transfers, we transfer your share of each sale (the amount paid, minus Bachs’ processing fee, minus NairaBio’s 1%) to your Bachs account. Each sale is transferred once it is at least 48 hours old and has no open card dispute or refund under way.
• If a buyer is refunded or wins a card dispute before your share has been transferred, it comes out of the money we hold for you. If it’s more than we hold for that sale, the difference is taken from your other sales or recovered from your Bachs balance.
• If a refund or card dispute comes after we’ve transferred your share, you authorise us to take that amount back from your Bachs balance. If your balance is short, it becomes a refund you owe (section 6).
• If you don’t complete verification, or your ID is rejected and can’t be fixed, within [PLATFORM COLLECTION DEADLINE: e.g. 30 days — confirm], we may refund your buyers from the money we hold for you and stop collecting for your shop. We’ll contact you before we do.

Payment links and the payment to settle a debt always go straight to your own account, never through platform collection.

3. Fees

• Fees are taken from each payment automatically. Your app shows the fees on every sale and payout.
• Where the app offers it (for example on payment links), you can add the processing fee to the buyer’s total. The buyer sees it before paying.
• When you refund a sale, the processing fee and NairaBio’s 1% are not returned. A full refund gives the buyer back everything they paid, so those fees come out of your balance.
• Bachs sets its own fees and may change them. We’ll give you at least [FEE CHANGE NOTICE: 30 days — confirm] notice before NairaBio’s own fee goes up.

4. When your money is held and released

Every sale, at every level, is held first and released later. This is a payout schedule you agree to, not escrow. Your money moves from held to available when:

• An open problem report keeps the money held until it’s resolved.
• A mixed order (digital and shipped items) is released in two parts, each on its own rule.
• New orders you don’t accept within 24 hours are cancelled automatically and the buyer is refunded. We remind you at 20 hours.
• You may cancel an order until it’s on its way. The buyer then gets a full refund.

5. Payouts

• Payouts need Level 1. Every day at 6pm (18:00 WAT) we pay your available money, minus any refunds you owe, to your payout account through Bachs. The payout fee is on us.
• If the amount is under [MINIMUM PAYOUT: ₦1,000 — confirm], it rolls into the next day’s payout.
• Your first payout is held for a one-time review by Bachs, which can take [FIRST PAYOUT REVIEW TIME — confirm with Bachs].
• Money NairaBio is still holding for you under platform collection isn’t paid out until it has been transferred to your account (section 2).
• Payouts pause for 24 hours after you change your payout account or WhatsApp number. Your payout account must be in your own name, or your registered business’s, and match your verified identity.
• If a payout fails (for example the bank rejects it), the money goes back to your available balance and payouts pause until you fix or confirm the account.
• If “Withdraw now” is offered in your app, its conditions and any fee are shown before you use it.
• Money a bank or Bachs returns, reverses or freezes isn’t yours to pay out until it’s cleared.

6. Refunds you owe, and the 14-day pause

You are responsible for refunding your buyers. NairaBio never funds a refund for you. A refund is due when:

• you cancel an order, or don’t accept it within 24 hours;
• you cancel a booking (the buyer gets everything back), or a buyer cancels in time under your booking rules;
• you agree to a buyer’s problem report, or don’t reply to it within 48 hours;
• NairaBio decides a dispute in the buyer’s favour (see the Buyer refund policy).

How refunds are paid:

• First from that sale’s held money, then from your available balance. Card payments are refunded to the card; transfer payments are sent to the buyer’s bank account.
• If your balance is too low, the refund is recorded as owed. Your payouts then go to buyers first, and we retry from each new sale.
• If a refund is still owed 14 days later, your shop pauses: buyers can’t order or book until it’s settled. You can settle at once with “Pay and reopen” (a payment from you covering what you owe plus its processing fee). The shop reopens automatically when nothing is owed.
• Owed refunds remain a debt you owe the buyer (and NairaBio, where NairaBio has paid the buyer for a sale it collected). We may recover them from any money we or Bachs later hold for you, and take other lawful steps to recover them.

7. Card disputes (bank disputes)

A buyer can also ask their bank to reverse a card payment. We show this as a “Bank dispute”, separate from problem reports.

• Bachs charges a dispute fee when one opens and sets the disputed amount aside from your balance (from the sale’s held money first).
• If the dispute is won, the amount comes back. If it’s lost, it stays out, and the fee isn’t returned.
• A dispute can push your balance below zero. While it is, payouts and transfers are blocked until new sales cover it.
• Help us respond: send proof of delivery and your chat with the buyer when we ask, before the deadline we give you.

8. What you authorise us to do

To run your shop, you authorise NairaBio to give Bachs instructions on your Bachs account, including to:

• create the account and send Bachs the business and identity details it asks for;
• take NairaBio’s fee from each payment;
• keep automatic payouts off, hold sales, and pay out on the schedule above;
• refund buyers when this agreement or the Buyer refund policy says a refund is due;
• transfer money between your account and NairaBio’s for platform collection (section 2), payout-fee credits, and Pro bills if you subscribe;
• act on a card dispute.

You also agree to Bachs’ own terms for connected accounts. [BACHS CONNECTED-ACCOUNT TERMS LINK — confirm]

9. Selling rules

• Sell only what you own or are allowed to sell, and nothing on the Prohibited items list. Bachs may also refuse some businesses.
• Listings must be accurate: real photos, honest descriptions, correct prices, stock and ready dates.
• Digital files you sell must be yours to sell (you made them or have the rights), must open, and must match the listing. They’re stored privately and delivered to each paying buyer through a personal download page; there’s nothing for you to send.
• Accept or cancel new orders within 24 hours, and keep each order’s status up to date (preparing, on the way, delivered).
• For bookings, keep your hours, reschedule window and no-show rule up to date. Buyers see them before paying, and they apply to that booking.
• Take payment only through NairaBio checkout or payment links (a booking balance can also be paid to you in cash). Don’t ask buyers to pay you some other way for a NairaBio order.
• Reply to problem reports within 48 hours, honestly, with any evidence you have.
• Use buyers’ names, numbers and addresses only to fulfil their order, keep them safe, and delete them when you no longer need them. Don’t add buyers to marketing lists without their consent.

10. The Pro plan (if you subscribe)

Pro may not be available to every seller yet. If you subscribe:

• Pro costs ₦5,000 a month and makes NairaBio’s fee 0% on your sales. Bachs’ processing fees still apply. It also removes “Powered by nairabio” from your shop.
• Months are calendar months, Lagos time. When you upgrade you pay for the rest of the current month, by the day (at least ₦100), then ₦5,000 on the 1st of each month.
• We take the bill from your available balance when you’re verified and it’s enough; otherwise you pay by checkout. Unverified sellers always pay by checkout.
• If a bill can’t be paid on the 1st, you have 7 days to pay it (we’ll send a payment link) and keep 0% fees meanwhile. After that you go back to the Free plan.
• You can cancel any time: you keep Pro until the end of the month you’ve paid for, with no refund for the rest of it. You can undo the cancellation before the month ends.
• We’ll tell you at least [PRO PRICE CHANGE NOTICE: 30 days — confirm] before the Pro price changes.

11. Taxes and records

You are responsible for your own taxes (including income tax and, if it applies to you, VAT) and for any licences or registrations your business needs. NairaBio’s fees are [VAT TREATMENT OF NAIRABIO FEES — confirm]. We may have to share information about your sales with tax authorities or regulators when the law requires it.

12. Pausing and closing your shop

Besides the 14-day refund pause, we may pause your shop, freeze a payment link or stop payments if you break this agreement, sell prohibited items, receive serious or repeated buyer complaints, or if we, Bachs or a regulator suspect fraud or another serious risk. Where it’s safe and lawful we’ll tell you why and what to do.

You can close your shop by writing to [SUPPORT EMAIL: support@nairabio.com — confirm]. Before it closes, open orders and bookings must be finished or refunded, and refunds you owe paid. Money left over is paid out to your payout account under the usual rules, unless the law or a court order says otherwise. Sections 2, 6, 7 and 8 keep applying to sales made before closing.

13. Changes

We may change this agreement as NairaBio or the law changes. We’ll tell you by WhatsApp or email at least [AGREEMENT CHANGE NOTICE: 14 days — confirm] before an important change applies and, where needed, ask you to accept it again. If you don’t accept it, you can close your shop before it applies. Governing law, liability and complaints are covered in the Terms of Service.