Terms & Conditions

These Terms and Conditions ("Terms") govern access to and use of the website located at meridiancorelinks.com (the "Website"), and all sourcing, procurement, trade facilitation, and logistics-related services (the "Services") offered by Meridian Core Links Limited ("Meridian", "MCL", "we", "us" or "our"), a company duly registered in Nigeria (CAC RC: 9571944) with its registered office at Plot 30/33 Sani Abacha Road, GRA Phase III, Port Harcourt, Rivers State, Nigeria.

By accessing the Website, submitting a procurement request, engaging our Services, or otherwise indicating acceptance, you ("Client", "Supplier", "you" or "your") agree to be bound by these Terms. If you do not agree, you must not use the Website or engage our Services.

These Terms apply in addition to, and do not replace, any signed agreement (including a Client Procurement Agreement, Export Services Agreement, Supplier Agreement, or Sale and Purchase Agreement) entered into between you and Meridian for a specific transaction. Where a signed agreement conflicts with these Terms, the signed agreement governs for that transaction.

Meridian is a global sourcing, procurement, logistics coordination and international trade company. Depending on the engagement, Meridian may act in one or more of the following capacities:

• Procurement Agent / Facilitator — identifying, verifying and coordinating with suppliers or buyers on a client's behalf.
• Exporter / Shipper / Seller of Record — acting as the principal party of record on export documentation, shipping and trade paperwork for a specific transaction, where expressly agreed in writing.
• Trade Facilitator — connecting African and international buyers and suppliers under the Meridian Global Procurement Framework™.

The specific capacity in which Meridian acts for any given transaction will be defined in the applicable procurement agreement, invoice or service confirmation. Nothing on the Website should be interpreted as Meridian acting as Exporter, Shipper or Seller of Record for any transaction unless expressly confirmed in writing.

By using the Website or engaging our Services, you represent that:

• You are at least 18 years of age;
• You have the legal authority to bind the company or entity on whose behalf you are acting;
• The information you provide to Meridian is accurate, current and complete; and
• Your use of the Services complies with all applicable laws, including export control, sanctions and anti-money laundering laws in your jurisdiction and Nigeria.

Submitting a procurement request, quotation request or inquiry through the Website (including via WhatsApp, WeChat, email or the Website's contact forms) does not, by itself, create a binding agreement between you and Meridian.

A binding engagement arises only upon:

• Written confirmation from Meridian accepting the request; and
• Where applicable, payment of the applicable non-refundable sourcing fee and/or execution of a Client Procurement Agreement.

Meridian reserves the right to decline any procurement request, supplier partnership inquiry or engagement at its sole discretion, including where the requested goods are subject to export restriction or sanctions, or where supplier/buyer verification cannot be satisfactorily completed.

5.1 Sourcing Fee. Where applicable, an initial non-refundable sourcing fee applies to cover supplier identification, preliminary verification and quotation activity under Stages 1–8 of the Meridian Global Procurement Framework™. This fee is due prior to commencement of sourcing activity and is non-refundable regardless of outcome, except where required by applicable law.

5.2 Procurement and Service Fees. Fees relating to later-stage procurement, on-site services, logistics coordination, inspection and after-sales support (Stages 9–18) are quoted separately and are governed by the applicable service agreement or invoice.

5.3 Currency and Payment Method. Unless otherwise agreed in writing, fees are payable in the currency and via the payment method specified on the relevant invoice, to Meridian's designated bank account. Meridian is not responsible for delays, losses or charges arising from payments made to unauthorized or incorrect accounts.

5.4 Third-Party Costs. Fees quoted by Meridian do not include third-party costs (e.g. factory pricing, freight, customs duties, inspection agency fees, insurance) unless explicitly stated as inclusive.

Meridian performs supplier and buyer verification and due diligence in accordance with its internal Supplier Verification System. While Meridian takes commercially reasonable steps to verify the legitimacy, capacity and standing of suppliers, manufacturers and buyers introduced through its network, Meridian does not guarantee:

• The quality, condition, fitness for purpose or specification compliance of any goods sourced through the Services;
• The financial stability or continued operation of any verified supplier or buyer; or
• That a verified party will honor the terms of any resulting transaction.

Clients and suppliers remain responsible for conducting their own independent due diligence before entering into any transaction facilitated by Meridian.

Clients and suppliers engaging Meridian's Services agree to:

• Provide accurate and complete information regarding requirements, specifications and company details;
• Respond to requests for documentation, approvals or clarification within reasonable timeframes;
• Comply with all applicable import, export, customs and regulatory requirements in their respective jurisdictions;
• Not use the Services for any unlawful purpose, including the sourcing or sale of prohibited, counterfeit or sanctioned goods; and
• Make payments in accordance with agreed timelines under the applicable procurement or export agreement.

8.1 Meridian's Property. The Website, the Meridian Global Procurement Framework™, our logo, brand assets, document templates and all associated content are the intellectual property of Meridian Core Links Limited and are protected under applicable Nigerian and international intellectual property laws. No part may be copied, reproduced or used without prior written consent.

8.2 User Submissions. Any information, specifications or materials you submit to Meridian in connection with a procurement request grant Meridian a limited license to use such materials solely for the purpose of fulfilling the relevant request.

Each party agrees to keep confidential any non-public business, technical, financial or commercial information disclosed by the other party in connection with a procurement engagement, and to use such information solely for the purposes of that engagement, except where disclosure is required by law or with the prior written consent of the disclosing party. This obligation survives termination of any engagement.

10.1 To the maximum extent permitted by applicable law, Meridian's total liability arising out of or relating to the Services, whether in contract, tort or otherwise, shall not exceed the total fees paid by the Client to Meridian for the specific transaction giving rise to the claim.

10.2 Meridian shall not be liable for any indirect, incidental, special, consequential or punitive damages, including loss of profit, loss of business or loss of goodwill, arising from the use of the Website or the Services.

10.3 Meridian shall not be liable for delays, losses or damages arising from circumstances beyond its reasonable control, including but not limited to acts of God, port congestion, customs delays, carrier default, supplier default, currency restrictions, sanctions or government action ("Force Majeure Events").

10.4 Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable Nigerian law, including liability for fraud or willful misconduct.

You agree to indemnify and hold harmless Meridian Core Links Limited, its directors, officers and employees from any claims, losses, liabilities, damages or expenses (including reasonable legal fees) arising from your breach of these Terms, your violation of applicable law, or your misuse of the Services.

The Website may reference or link to third-party inspection agencies (such as SGS, Bureau Veritas, Intertek or Cotecna), logistics providers, banking institutions or other third parties. Such references do not constitute an endorsement or formal partnership unless explicitly stated, and Meridian is not responsible for the acts, omissions or services of independent third parties.

You agree not to:

• Use the Website for any unlawful purpose;
• Attempt to gain unauthorized access to any part of the Website or its underlying systems;
• Interfere with the proper functioning of the Website; or
• Submit false, misleading or fraudulent information through any form or contact channel on the Website.

Meridian reserves the right to suspend or restrict access to the Website for any user in violation of these Terms.

Your use of the Website and Services is also governed by our Privacy Policy, which explains how we collect, use and protect your personal and business information.

Meridian may suspend or terminate access to the Services or any ongoing engagement, with or without notice, in the event of a breach of these Terms, suspected fraudulent activity, non-payment, or where continuing the engagement would expose Meridian to legal or regulatory risk. Termination does not relieve either party of obligations accrued prior to termination, including payment obligations.

16.1 These Terms and any dispute arising out of or in connection with them shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.

16.2 The parties shall first attempt to resolve any dispute through good-faith negotiation. If unresolved within thirty (30) days, the dispute shall be referred to arbitration in Port Harcourt, Rivers State, Nigeria, in accordance with the Arbitration and Mediation Act (or its successor legislation), or, at Meridian's election, submitted to the exclusive jurisdiction of the courts of Rivers State, Nigeria.

Meridian reserves the right to update or modify these Terms at any time. Changes take effect upon posting to the Website. Continued use of the Website or Services after changes are posted constitutes acceptance of the revised Terms. Material changes affecting an active engagement will be communicated directly to the relevant Client or Supplier.

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

These Terms, together with any applicable signed procurement, export or service agreement, constitute the entire agreement between you and Meridian regarding the Services and supersede any prior understandings or agreements, whether written or oral, relating to the same subject matter.