Terms & Conditions

1.1 About GearUp

GearUp (operated by GearUp Technology Limited, hereinafter "GearUp," "we," "us," or "our") is a peer-to-peer (P2P) marketplace designed for African creators. The Platform enables users to:

• Rent media and professional equipment from verified owners
• Buy new and used media, production, and professional equipment
• Sell media, production, and professional equipment
• Enroll in and publish courses, educational materials, and professional skills training

1.2 Scope

These Terms apply to all users of the GearUp platform, including buyers, sellers, renters, equipment owners (lenders), course creators (instructors), course students, and visitors (collectively, "Users" or "you").

1.3 Legal standing

GearUp operates as a marketplace intermediary. We are not a party to any transaction between Users but provide infrastructure, escrow (powered by the Stellar Network and GearUp's internal blockchain infrastructure), insurance, and dispute resolution services to facilitate safe transactions.

The following terms shall have the meanings assigned to them throughout these Terms:

3.1 Eligibility

To use the Platform, you must:

• Be at least 18 years of age or have the written consent of a parent/guardian
• Be legally capable of entering a binding contract under Nigerian law
• Not be barred from using online platforms by any applicable law

3.2 Account creation

You must register an account to access most Platform features. You agree to:

• Provide accurate, complete, and current information
• Maintain and promptly update your account information
• Keep your login credentials strictly confidential
• Notify GearUp immediately at [email protected] of any unauthorised account access

3.3 Identity verification (KYC)

All Sellers, Owners (Lenders), and Instructors must complete GearUp's Know Your Customer (KYC) / ID Verification process before listing on the Platform. Unverified users may browse but cannot transact. GearUp reserves the right to reject, suspend, or terminate any account that fails verification.

3.4 Account responsibility

You are solely responsible for all activity conducted through your account. GearUp shall not be liable for losses arising from unauthorised account access caused by your failure to keep credentials secure.

4.1 General conduct

All Users agree to:

• Use the Platform lawfully and in good faith
• Treat other Users with respect and professionalism
• Provide accurate and truthful information in all Listings and communications
• Not manipulate reviews, ratings, or feedback

4.2 Prohibited activities

The following are strictly prohibited on the Platform:

• Listing stolen, counterfeit, illegally acquired, or encumbered equipment
• Listing equipment that violates intellectual property rights
• Creating fraudulent Listings or misrepresenting the condition or specifications of any Gear
• Circumventing the Platform's escrow system to transact off-platform with users you met through GearUp
• Harassing, threatening, or defaming other Users
• Using the Platform to facilitate money laundering, fraud, or any criminal activity
• Listing obscene, offensive, or illegal Course Content
• Sharing another User's personal data without their consent
• Using automated bots, scrapers, or similar tools to extract Platform data
• Reverse engineering any part of the Platform or its underlying infrastructure

4.3 Consequences of violation

GearUp reserves the right to suspend, delist, and/or permanently ban any User found in violation of these prohibitions, and may refer such Users to the relevant Nigerian authorities including the Economic and Financial Crimes Commission (EFCC) and the Nigeria Police Force.

5.1 For Owners (Lenders)

5.1.1 Listing equipment

Owners must ensure that:

• All Listings include accurate descriptions, photographs, current condition, and any known defects
• Equipment is clean, safe, and in good working condition prior to each rental
• Pricing is clearly stated in Nigerian Naira (₦) per rental period
• Any special operating requirements, accessories, or limitations are fully disclosed

5.1.2 Owner obligations during rental

• Deliver or make available equipment at the agreed time and location
• Respond to Renter queries within 12 hours
• Report any disputes or equipment damage through the Platform within 24 hours of return

5.1.3 Title and ownership

Owners retain full legal title and ownership of all listed equipment at all times. GearUp does not acquire any ownership interest in the equipment. This is an operating rental arrangement, not a finance lease, in accordance with the Equipment Leasing Act 2015.

5.2 For Renters

5.2.1 Booking

Renters must:

• Select equipment and specify rental dates through the Platform
• Complete escrow payment via the Stellar Network before the rental period begins
• Review the Listing carefully and raise any questions with the Owner before booking

5.2.2 Use of equipment

Renters agree to:

• Use equipment only for its intended and lawful purpose
• Follow all manufacturer guidelines, operating manuals, and safety instructions
• Not sublease, lend, resell, or transfer the equipment to any third party
• Not modify, alter, disassemble, or attempt to repair the equipment without Owner consent
• Return equipment in the same condition in which it was received, subject to normal wear and tear

5.2.3 Return of equipment

• Equipment must be returned by the agreed return date and time
• Late returns: A late fee equivalent to 100% of the daily rental rate will be charged for each day or partial day beyond the agreed return date
• Failure to return equipment within 72 hours of the due date will constitute a presumption of theft and may result in legal action and/or a police report

5.2.4 Damage and loss

• Renters are responsible for all damage beyond normal wear and tear occurring during the Rental Period
• In cases of theft, fire, electrical damage, or accidental damage, GearUp's insurance coverage (up to ₦5,000,000 per rental) may apply, subject to the insurance terms and the Renter's full compliance with all Platform rules
• Renters must report any damage, loss, or theft to the Owner and GearUp within 6 hours of the incident
• Damage costs will be deducted from any security deposit held, and the Renter will be invoiced for amounts exceeding the deposit

5.2.5 Security deposit

GearUp may require a security deposit for high-value equipment. The deposit will be locked in an Escrow Account on the Stellar Network and returned within 48 hours of satisfactory equipment return confirmation.

5.3 Third-party equipment check

Before accepting delivery, Renters may opt for a Third-Party Equipment Check through GearUp's partner inspection service. This verifies that the equipment matches the Listing description and is in the agreed condition. The cost of this inspection is borne by the Renter. GearUp is not liable for any oversights by the third-party inspector.

5.4 Cancellation policy (rentals)

A pending gear request may be cancelled for a full refund. Each new request has the cancellation grace period disclosed at checkout, and lister confirmation does not remove any remaining grace. After a confirmed booking's free-cancellation deadline, a late-cancellation percentage may be released to the Owner as compensation; the balance, platform fee, and VAT are returned to the Renter's wallet. Owner or GearUp cancellations do not charge the Renter a penalty.

Once pickup is confirmed via the handover code, the booking can no longer be cancelled. Any issue arising after handover — including a no-show, damage, or a return dispute — is handled through the Dispute Resolution process in Section 11, not by cancellation.

6.1 For Sellers

6.1.1 Listing for sale

Sellers must provide:

• Accurate product title, description, category, and condition (New / Used – Like New / Used – Good / Used – Fair)
• Clear photographs showing the actual equipment from multiple angles
• Honest disclosure of any defects, cosmetic damage, or missing accessories
• Pricing clearly stated in Nigerian Naira (₦)

6.1.2 Seller warranties

By listing equipment for sale, the Seller warrants that:

• They are the lawful owner of the equipment with full right to sell
• The equipment is free from any encumbrances, liens, or third-party claims
• The equipment is not stolen, counterfeit, or subject to any legal restriction
• The description and photographs accurately represent the equipment

6.1.3 Fulfillment

Sellers must fulfill orders within 5 business days of payment confirmation. Failure to fulfill will result in automatic cancellation, full refund to the Buyer, and a penalty deducted from the Seller's GearUp wallet.

6.2 For Buyers

6.2.1 Purchase process

Buyers complete purchases through GearUp's Stellar Network-powered escrow system. Payment is held in escrow until the Buyer confirms receipt and satisfaction, or the automatic release period expires.

6.2.2 Buyer confirmation

Upon receiving equipment, the Buyer must:

• Inspect the item thoroughly within 48 hours of delivery
• Confirm satisfactory receipt on the Platform; or
• Initiate a dispute within the 48-hour inspection window

Failure to act within 48 hours will trigger automatic escrow release to the Seller via the Stellar Network smart contract.

6.2.3 Return policy (sales)

• Returns are accepted within 48 hours of delivery if the item is materially different from the Listing description
• Change-of-mind returns are not accepted once delivery is confirmed
• Equipment must be returned in the same condition as received to qualify for a refund

7.1 Infrastructure

GearUp's escrow system is powered by the Stellar Network — a decentralised blockchain infrastructure — combined with GearUp's proprietary internal smart contract logic. All escrow operations are recorded on-chain, ensuring transparency, immutability, and security of transaction records.

7.2 How escrow works

When a Buyer or Renter makes payment, the following process occurs:

• Funds are deposited via Nombank into GearUp's segregated escrow wallet on the Stellar Network
• GearUp holds the funds in escrow until both parties confirm satisfaction
• Upon confirmation, the Stellar Network smart contract releases funds (less applicable fees) to the Seller/Owner's GearUp wallet
• Sellers and Owners may withdraw their earnings to their linked Nigerian bank account via Nombank

7.3 Deposits and withdrawals — Nombank

All user deposits (funding GearUp wallets) and withdrawals (moving earnings to personal bank accounts) are processed exclusively through Nombank, GearUp's licensed financial institution partner. Users must link a valid Nigerian bank account to their Nombank-connected GearUp profile to initiate withdrawals. GearUp is not responsible for delays caused by Nombank's processing timelines or banking institution delays.

7.4 Automatic escrow release

If a Buyer or Renter does not confirm receipt or file a dispute within 72 hours of delivery/return confirmation by the Seller/Owner, the Stellar Network smart contract will automatically release funds to the Seller/Owner.

7.5 Transaction fees

GearUp deducts its platform transaction fee from the Seller's/ Owner's payout upon escrow release. Applicable fee rates are displayed on the Platform and in the user dashboard. Fee updates will be communicated with at least 14 days' prior notice.

7.6 Off-platform transactions

Users who circumvent the escrow system to transact outside the Platform forfeit all protections — including insurance coverage, escrow security, and dispute resolution — and may be permanently banned from the Platform.

8.1 Coverage

GearUp provides insurance coverage of up to ₦5,000,000 (Five Million Naira) per rental for equipment rented through the Platform. This coverage applies to:

• Accidental damage during the confirmed Rental Period
• Fire damage
• Electrical damage
• Theft (where a police report is filed within 24 hours of the incident)

8.2 Exclusions

Insurance coverage does not apply to:

• Damage caused by intentional misuse or gross negligence by the Renter
• Normal wear and tear
• Damage occurring outside the confirmed Rental Period
• Transactions conducted off-platform or not processed through GearUp's escrow system
• Equipment not listed on the Platform at the time of the incident
• Consequential or incidental losses (loss of income, project delays, production costs, etc.)
• Pre-existing damage not disclosed in the Listing

8.3 Claims process

To make an insurance claim, the Renter must:

• Report the incident to GearUp within 2 hours via [email protected]
• Provide photographic and/or video evidence of the damage or loss
• File a police report (for theft) and provide the report reference number within 24 hours
• Complete GearUp's Insurance Claim Form submitted through the Platform dashboard

GearUp will liaise with the insurance provider and communicate a resolution within 5 business days.

9.1 For Instructors

9.1.1 Eligibility to teach

Instructors must complete GearUp's Instructor Verification before publishing any courses. By submitting a course, the Instructor confirms they possess the knowledge, expertise, and rights to teach and distribute the submitted content.

9.1.2 Content standards

All Course Content must:

• Be original, accurate, and professionally produced
• Not infringe on any third-party intellectual property rights
• Not contain misleading, defamatory, violent, or illegal content
• Comply with GearUp's Community Guidelines (published on the Platform)
• Be relevant to creative skills such as filmmaking, photography, audio production, live streaming, lighting, or related subjects

9.1.3 Instructor obligations

Instructors agree to:

• Provide accurate course descriptions, clear learning outcomes, and stated prerequisites
• Update course content to ensure ongoing accuracy and relevance
• Respond to student questions within 72 hours
• Not advertise competing platforms or solicit students to transact outside the Platform

9.1.4 Revenue share

GearUp's commission on course sales is displayed in the Instructor Dashboard and is deducted from each payout. Course revenue payouts are processed on a weekly basis for verified Instructors via Nombank. GearUp reserves the right to adjust commission rates with 30 days' prior written notice.

9.1.5 Course removal

GearUp reserves the right to delist any course that violates these Terms, receives sustained negative reviews, or is found to be non-compliant with Community Guidelines, without liability to the Instructor.

9.2 For Students

9.2.1 Access to courses

Upon payment confirmation via GearUp's escrow system, Students receive access to purchased Course Content for the access period specified in the Listing (e.g., lifetime access, 12-month access).

9.2.2 Permitted use

Students may:

• Access and view course content for personal learning
• Download materials expressly marked as downloadable by the Instructor

Students may not:

• Share, redistribute, resell, or publicly broadcast any course content
• Record live sessions without the explicit consent of all participants
• Upload or reproduce course content on any other platform or medium

9.2.3 Course refunds

• Students may request a refund within 7 days of enrollment, provided they have completed less than 20% of the course
• No refund will be issued where the Student has accessed more than 20% of the course content
• Live sessions are non-refundable once the session has been attended
• Technical issues preventing course access must be reported to [email protected] and will be resolved or refunded at GearUp's discretion

10.1 GearUp platform IP

All technology, software, trademarks, logos, branding, and Platform content (excluding User-generated Listings and Course Content) are the intellectual property of GearUp Technology Limited. You may not copy, reverse-engineer, or use GearUp IP without express written permission.

10.2 User-generated content

By submitting Listings, Course Content, photographs, or any other content to the Platform, you grant GearUp a non-exclusive, royalty-free, worldwide, sublicensable licence to use, display, distribute, and promote such content for the purposes of operating and marketing the Platform. You retain ownership of your original content.

10.3 Instructor IP

Instructors retain all intellectual property rights in their Course Content. The licence granted to GearUp under Clause 10.2 does not constitute a transfer of ownership.

10.4 Infringement reports

If you believe any content on the Platform infringes your intellectual property rights, submit a formal takedown notice to [email protected] including:

• Your full contact information
• A description of the infringed work
• The URL or location of the allegedly infringing content on the Platform
• A signed statement of good faith belief that the use is unauthorised

11.1 Between Users

All disputes arising from transactions must first be submitted to GearUp's Dispute Resolution process:

• File a dispute: Through the Platform dashboard within the deadline displayed for the transaction
• Evidence submission: Both parties must submit evidence (photos, communications, condition videos) within 72 hours of dispute filing
• GearUp review: GearUp will review all evidence and issue a resolution within 5 business days
• Possible outcomes: Full release to Seller/Owner; full refund to Buyer/Renter; or partial/proportionate resolution

11.2 Escalation

For disputes involving transactions of ₦500,000 or less, GearUp's decision is final and binding. For transactions exceeding ₦500,000, either party may escalate to the Lagos Multi-Door Courthouse (LMDC) for mediation or arbitration, or to any court of competent jurisdiction in Nigeria, within 30 days of GearUp's decision.

11.3 No abuse of dispute process

Users found to have filed fraudulent, malicious, or vexatious disputes will face account suspension and may be liable to the affected party for any resulting damages.

12.1 Honest reviews

Users are encouraged to leave honest, objective reviews after completed transactions. Reviews must be based on actual experience and must not be defamatory, abusive, or fraudulent.

12.2 Prohibited review conduct

• Submitting fake reviews for your own Listings
• Incentivising or coercing other users to leave positive reviews
• Using the review system to harass, threaten, or intimidate other Users

12.3 Review disputes

If you believe a review is false or violates these Terms, report it to [email protected]. GearUp may remove reviews that violate this policy at its sole discretion.

13.1 Currency

All transactions on the Platform are conducted in Nigerian Naira (₦) unless otherwise stated for cross-border transactions.

13.2 Transaction fees

GearUp charges a platform transaction fee on all completed transactions. The applicable fee is displayed to both parties before confirmation and is deducted from the Seller's/Owner's payout. Transaction fees are non-refundable on completed transactions.

13.3 Payment methods

GearUp accepts payments through Nombank-connected payment channels displayed on the Platform at checkout. Users must ensure their Nombank-linked accounts are funded and in good standing before initiating transactions.

13.4 Payouts to Sellers, Owners, and Instructors

Payouts are disbursed to your registered Nigerian bank account via Nombank within:

• 24–48 hours after escrow release (Sales and Rentals)
• 7 business days for Course revenue (processed weekly)

GearUp is not responsible for delays caused by Nombank's processing timelines, banking institution delays, or incorrect banking details provided by Users.

13.5 Taxes

You are solely responsible for determining and fulfilling all tax obligations under Nigerian law (including VAT and Personal Income Tax) arising from your use of the Platform. GearUp does not withhold taxes on your behalf, except where expressly required by applicable law.

14.1 KYC verification — Dojah

GearUp uses Dojah, a licensed identity verification and KYC infrastructure provider, to verify the identity of all Sellers, Owners, and Instructors before they are permitted to list or transact on the Platform. By submitting your identity documents for verification, you agree to:

• Provide accurate, genuine, and current identity information
• Allow Dojah to process your personal data in accordance with its own Privacy Policy and applicable Nigerian law
• Acknowledge that GearUp relies on Dojah's verification decisions and is not liable for errors or delays in the verification process
• Understand that failure to pass Dojah's verification will result in restricted access to transactional features on the Platform

14.2 Data protection compliance

GearUp complies with the Nigeria Data Protection Regulation (NDPR) 2019 and the Nigeria Data Protection Act 2023. We collect, process, store, and protect your personal data in accordance with our Privacy Policy.

14.3 Data collection

We collect personal data including name, government-issued ID (for KYC via Dojah), bank account details, contact information, device data, and transaction history. This data is used to:

• Verify user identity and prevent fraud
• Facilitate transactions and communications between Users
• Improve Platform services and user experience
• Comply with applicable legal obligations

14.4 Data sharing

Your data may be shared with:

• Dojah (for KYC and identity verification)
• Verified counterparties in a transaction (limited to what is strictly necessary)
• Nombank (for deposit and withdrawal processing)
• Insurance providers (for claims processing)
• Nigerian law enforcement agencies, where required by law
• Third-party service providers under strict data processing agreements

GearUp does not sell your personal data to third parties.

14.5 Your rights

Under the NDPR and NDPA, you have the right to:

• Access a copy of your personal data held by GearUp
• Correct any inaccurate or incomplete data
• Request deletion of your data (subject to legal retention obligations)
• Object to certain processing of your data

Submit data rights requests to: [email protected]

15.1 Platform liability cap

To the maximum extent permitted by Nigerian law, GearUp's aggregate liability to any User for any claim arising from use of the Platform is limited to the transaction value of the specific transaction giving rise to the claim.

15.2 No liability for:

GearUp is not liable for:

• The quality, accuracy, safety, legality, or fitness of any Gear or Course Content
• Losses arising from User fraud, misrepresentation, or negligence
• Indirect, consequential, special, or punitive damages of any kind
• Loss of income, profits, or business opportunities
• Delays or failures caused by Nombank, Dojah, the Stellar Network, third-party payment processors, logistics providers, or insurance partners
• Platform downtime, interruption, or technical failures beyond GearUp's reasonable control (force majeure)

15.3 User indemnification

You agree to indemnify, defend, and hold harmless GearUp, its officers, directors, employees, and agents from any claims, losses, damages, liabilities, costs, and expenses (including legal fees) arising from: your use of the Platform; your breach of these Terms; your violation of any applicable law; or any third-party claim related to your Listings, Course Content, or conduct on the Platform.

16.1 By GearUp

GearUp may, at its discretion, suspend or permanently terminate your account with or without prior notice for:

• Breach of any provision of these Terms
• Conduct that threatens the safety, reputation, or operations of the Platform or other Users
• Repeated low ratings or unresolved disputes
• Fraudulent activity or failure to pass Dojah KYC requirements
• Account inactivity exceeding 24 months

16.2 By User

You may close your account at any time by contacting [email protected]. Account closure does not relieve you of any outstanding obligations (unpaid fees, pending disputes, open rentals, or outstanding payouts).

16.3 Effect of termination

Upon termination:

• All active Listings will be immediately removed from the Platform
• Pending transactions will be completed or refunded at GearUp's discretion
• Funds due to you will be paid out via Nombank after any applicable deductions
• You will lose access to your account, Listings, Course materials, and transaction history

GearUp reserves the right to update these Terms at any time. When material changes are made, GearUp will: post the updated Terms on the Platform with a new "Last Updated" date, and notify all registered Users via email at least 14 days before the changes take effect. Your continued use of the Platform after the effective date constitutes your acceptance of the updated Terms.

These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria, including but not limited to:

• Equipment Leasing Act 2015
• Nigeria Data Protection Act 2023
• Nigeria Data Protection Regulation (NDPR) 2019
• Consumer Protection Council Act
• Electronic Transactions Act
• Federal Competition and Consumer Protection Act (FCCPA) 2018

Any dispute arising from these Terms or use of the Platform shall be subject to the exclusive jurisdiction of the courts of Lagos State, Nigeria.

19.1 Entire agreement

These Terms, together with the Privacy Policy, Insurance Terms, and any other policies published on the Platform, constitute the entire agreement between you and GearUp with respect to your use of the Platform.

19.2 Severability

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect.

19.3 No waiver

GearUp's failure to enforce any provision of these Terms shall not be deemed a waiver of its right to enforce that provision in the future.

19.4 Assignment

GearUp may assign its rights and obligations under these Terms to a successor entity. You may not assign your rights or obligations without GearUp's prior written consent.

19.5 Relationship of parties

Nothing in these Terms creates a partnership, employment, agency, franchise, or joint venture relationship between you and GearUp.

19.6 Language

These Terms are written in English. In the event of any conflict between an English version and any translated version, the English version shall prevail.

For all enquiries, support, disputes, or legal notices, contact GearUp at: