Terms and Conditions For Vendors
PLEASE READ THE TERMS OF THIS POLICY CAREFULLY BEFORE REGISTERING AS A VENDOR.
Please note that by registering as a vendor, you agree to be bound by this Policy and its Conditions and the other documents expressly referred to in it. This policy was created in 2018, and last updated on 27/03/2019. You will agree to these terms by registering up as a vendor using the ‘Register’ form found on cobuydi.com. By registering up as a Vendor (“You”) on cobuydi.com, you agree that you are authorised to sign, bind and agree to the terms of this policy on behalf of the company or boutique you are registering up as. A reference to writing or written includes fax and email.
Vendors will be known as Vendors, Sellers or Boutiques. Customers, Buyers or Online Buyers are the purchasers of the Products from a Vendor. Products and Items are what the Vendors sells to Customers.
Words in the singular shall include the plural and vice versa.
WHO WE ARE AND HOW TO CONTACT US
www.cobuydi.com is a site operated by COMPULSIVE BUYING DISORDER LIMITED (”We”,”Us”or”Our”). We are registered in England and Wales under company number 10902634 and have our registered office at 27 Old Gloucester Street, London, United Kingdom, WC1N 3AX.
We are a limited company.
To contact us, please email firstname.lastname@example.org
BY USING OUR SITE & REGISTERING AS A VENDOR YOU ACCEPT THESE TERMS
By using our site & registering as a Vendor, you confirm that you accept the terms of this policy and other policies referred to in this document and that you agree to comply with them.
You agree to give Us the permission to sell Your brand, products, images, videos, brand name/images/details/contents/descriptions, contents, & anything else listed on your store on Cobuydi, & your own website on any third party sites. This includes Google Shopping, Google Merchant/Ads, Amazon (All Sites), Bing Shopping & any other party we decide to use.
If you do not agree to these terms, you must not use our site & must not register as a Vendor.
We recommend that you print a copy of these terms for future reference.
THERE ARE OTHER TERMS THAT MAY APPLY TO YOU
The following additional terms & documents also apply to your use of the Website and this document may refer to these items:
This Acceptable Use Policy sets out the content standards that apply when you upload content to our site, make contact with other users on our site, link to our site, or interact with our site in any other way,
If you purchase Products from the Website, our Terms and Conditions of Sales will apply to the sales.
WE MAY MAKE CHANGES TO THE TERMS OF THIS POLICY
We amend these terms from time to time. Every time you wish to use our site, please check these terms to ensure you understand the terms that apply at that time. It is your responsibility to ensure you check this page for updates to these terms.
- Use on behalf of organisation
1.1 If you use our website or expressly agree to these terms and conditions in the course of a business or other organisational project, then by so doing you bind both:
(a) yourself; and
(b) the person, company or other legal entity that operates that business or organisational project.
to these terms and conditions, and in these circumstances references to “you” in these terms and conditions are to both the individual user and the relevant person, company or legal entity, unless the context requires otherwise.
- Seller registration and accounts
2.1 This Section 2 applies to Sellers and prospective Sellers.
2.2 To be eligible for a business account on our website under this Section 2, you must be operating a business and:
(a) if you are a sole trader, you must be at least 18 years of age and resident in England and Wales;
(b) if you are a partnership, you must be established under the laws of England and Wales; and
(c) if you are a limited company or other limited liability entity, you must be incorporated in England and Wales.
(d) if you are a limited company, partnership, sole trader, other limited liability entity or any other type of business based outside of England and Wales, you must be able to trade legally in England and Wales.
2.3 To be eligible for an individual account on our website under this Section 2, you must be at least 18 years of age and resident in the United Kingdom.
2.4 You may register for a Seller account with our website by completing and submitting the account Vendor registration form on our website, and clicking on the verification link in the email that the website will send to you. We may turn the verification link off at our discretion. Accounts are approved manually by cobuydi.com.
- User login details
3.1 If you register for an account with our website, you will be asked to choose a user ID and password.
3.2 Your user ID must not be liable to mislead and must comply with the content rules set out in Section 20; you must not use your account or user ID for or in connection with the impersonation of any person.
3.3 You must keep your password confidential.
3.4 You must notify us in writing immediately if you become aware of any disclosure of your password.
3.5 You are responsible for any activity on our website arising out of any failure to keep your password confidential, and may be held liable for any losses arising out of such a failure.
- Cancellation and suspension of account
4.1 We may:
(a)suspend your account;
(b)cancel/delete your account; and/or
(c) edit your account details,
at any time in our sole discretion without notice or explanation. If we cancel any services you have paid for and you have not breached these terms and conditions, we will refund to you a pro rata amount of your payment, such amount to be calculated by us using any reasonable methodology. If you have damaged our reputation or damaged any part of our business in anyway we see fit, then we will not refund any payment to you and we have the right to pursue you legally.
4.2 You may cancel your account on our website using your account control panel on the website or writing to us at email@example.com. You will not be entitled to any refund if you cancel your account in accordance with this Section 4.2. The cancellation will be effective after 60 days following written receipt of the notice by us, unless you have any fees or commission outstanding to be paid to us. If there is an outstanding balance, cancellation will begin once all payments have been made to us.
4.3 If you suspend or cancel your service, account and/or any orders without providing 60 days written notice, you will still be required to fulfil all existing and new orders within this 60 day period. If you fail to fulfil orders and/or provide a service, you will be required to pay all costs (including damage of reputation and business) to us. This includes all costs from third party providers.
4.4 Suspension and termination of accounts including on Cobuydi and third party platforms (Amazon, Etsy) must be provided in written notice (as set out in this document). This must be provided giving 60 days written notice. Once accepted by us, the 60 days will begin.
4.5 During a 60 day withdrawal period, you agree to keep supply and providing goods and services to us (including all third party services and companies). You agree to continue supplying goods and services on Cobuydi and its third party marketplaces.
4.6 Failure to continue supplying after providing notice will result in all payments suspended, and resulting costs taken from any balance due to the supplier.
4.7 If you with draw services before the 60 day notice period expires, you will be required to pay all costs (including reputational costs and financial costs due to your non conformity) as a result of this. This includes any costs obtained on third party marketplaces (Amazon, Etsy) and from payment providers (Paypal, Stripe, Amazon Payments).
4.8 Suspension of payments will remain until all costs are deducted from any payments due.
4.9 We have the right to pursue you for any additional costs and reputational damage caused to our business.
4.10 Any additional costs due which are more than any balances due will need to be paid by you and reimbursed back to us at your cost.
5. Vendor stores
5.1 If you register with our website as a Vendor, you will be able to create your own store on the website.
5.2 To create a store on our website, you should take the following steps:
(a)sign up for your Vendor account by selecting the ‘My Account’ option or the ‘Register’ option on the homepage,
(b) click on the ‘Register’ option that appears on the right
(c) add your email address, password and select ‘Register as a Vendor’ to start setting up your store
(d) follow the steps and provide all relevant information to complete the process.
5.3 Vendor stores that are submitted will be individually reviewed by our team following submission.
5.4 Without prejudice to our other rights under these terms and conditions, we reserve the right to reject, unpublish and/or delete any Vendor store that breaches these terms and conditions or that does not meet any additional guidelines for Vendor stores published on our website. We do not have to provide a reason.
5.5 If we permit the publication of a Vendor store, it will remain published on our website for the relevant period set out on our website from time to time, subject to these terms and conditions.
5.6 Once your store has been accepted, you agree to place an Instagram post on your Instagram account stating that you are now selling your Products on cobuydi.com. If you do not have an Instagram account, you can do the following on your Facebook or Twitter profile. This is done to spread the word that you are now selling on cobuydi.com and benefits your boutique on cobuydi.com
5.7 If you register with our website as a Seller and create a store on the website, once approved, you will be able to submit listings to Cobuydi. We can reject or cancel any store on our website at our discretion at any time, without providing a reason.
- Vendor Listings
6.1. To create a listing on our website, you should take the following steps:
(a)Log into your Vendor Panel
(b) on your Vendor Panel, choose ‘Add new product’ from the side menu,
(c) on the new product page, you can either manually add a single Product or upload multiple Products with a .csv file,
(d) follow the remaining on-screen instructions to complete the process.
If you have any questions, please contact your account manager.
6.2. Listings that are submitted will be individually reviewed following submission.
6.3. Without prejudice to our other rights under these terms and conditions, we reserve the right to reject, publish, edit, unpublish and/or delete any listings that breach these terms and conditions or that do not meet any additional guidelines for listings published on our website; and if we reject, unpublish or delete a listing for any of these reasons, we will not refund any fees you may have paid to us in respect of the listing. We reserve the right to reject any listing at our discretion, without providing a reason.
6.4. If we permit the publication of a listing, it will remain published on our website for the relevant period set out on our website from time to time, subject to these terms and conditions. We may remove or re-add a listing at our discretion in your store, or on the website.
6.5. Listings submitted to our website must be true, fair, complete and accurate in all respects. It is the responsibility of each Boutique to ensure that all products on their website, and other marketplaces, must be listed, up to date, and displayed on their store on Cobuydi. If a boutique does not update, or add its new products or listings, we may add and/or publish existing and/or new products from your website, or any marketplace your products are listed on.
6.6. Listings submitted to our website must constitute bona fide listings relating to clothing or accessories that you have the right to sell. Each item must be in stock and, if they have become out of stock, you must update the listing to reflect this. All Products must be owned, manufactured and created 100% by the boutique or individual registering as a Vendor. We do not accept Boutiques which sell other companies’ brands.
6.7. Listings must be allocated to the appropriate category or categories. Listings must be allocated to the appropriate product tags. If you cannot identify an appropriate category or tag for a listing, please contact your account manager.
6.8. You must keep your listings up to date using our website interface; In particular, you must remove any listings in respect of Products that have ceased to be available.
6.9. You must ensure that all prices specified in or in relation to a listing are in pounds Sterling. Where required, we will make the relevant currency conversion for the convenience of international shoppers.
6.10 You must inform us of new collections/seasons and upload these onto the website in time for the new season. At our discretion, we may add and/or publish existing and/or new products from your website, or any marketplace your products are listed on. This is at our discretion, and we will not inform you of this. It is up to the boutique to check listings regularly. At our discretion, we may add, reject, publish, edit, unpublish and/or delete any product listings or your store on Cobuydi.
6.11 You must remove any Products that are out of season as soon as reasonably possible, unless we keep them at our discretion.
6.12 If we feel that Products are not being removed, then we will do this without providing a reason. We have the right to remove, change, edit or list/delist any Product at our discretion, without providing a reason.
6.13 If notice is given (inline with the correct notice procedure), products may or may not be removed from the website. After the notice period has expired, we may or may not keep your store and/or any listing/s live at our discretion. Products will not be able to be purchased. Out of stock may or may not be used on each item and/or your boutiques store. This is at our discretion.
7. Product rules
7.1 The only Products that may be the subject of a listing on our website are Products falling with the following categories:
7.2 You must not use our website to advertise, buy, sell or supply services, intangible Products or downloadable Products.
7.3 You must not advertise, buy, sell or supply through our website any Product that:
(a) breaches any law, regulations or code, or infringes any person’s intellectual property rights or other rights, or gives rise to a cause of action against any person, in each case in any jurisdiction and under any applicable law;
(b) consists of or contains material that would, if published on our website by you, contravene the provisions of Section 16; or
(c) is or relates to: drugs, narcotics, steroids or controlled substances; pornography; obscene, indecent or sexually explicit materials; knives, swords, firearms or other weapons; ammunition for any weapon; items that encourage or facilitate criminal acts or civil wrongs; or items that encourage or facilitate the infringement of any intellectual property right.
7.4 You must make sure the stock quantity of each Product is up to date every day, and that the stock number you place for each Product is true and accurate. It is your responsibility to make sure you have stock to supply the Customer.
- The buying and selling process
8.1 You agree that a contract for the sale and purchase of a Product or Products will come into force between you and the Buyer, and accordingly that you commit to selling the relevant Product or Products, in the following circumstances:
(a) a Buyer must add the Products he or she wishes to purchase to the shopping cart, and then proceed to the checkout;
(b) if the Buyer is a new user, he or she can use guest checkout or can create a Buyer account with the website and log in; otherwise, the Buyer must enter his or her login details;
(c) once the Buyer is logged in, he or she must select the preferred method of delivery and confirm the order and his or her consent to all applicable policies and Terms and Conditions of Sales;
(d) the Buyer will be transferred to the website of the appointed payment service provider, and the payment service provider will handle the Buyer’s payment to the Seller; Buyers must submit payment in full via credit or debit card, but it is up to us whether we block payment for the full amount or process and take the full amount;
(e) the website will then send to the Buyer an automatically generated acknowledgement of payment;
(f) you will e-mail us within 4 hours of receiving the order if you cannot fulfill it. You will send us an e-mail confirmation within 4 hours of receiving the order to confirm you can fulfill the order, which we will relay to the Buyer (at which point the order will become a binding contract between you and the Customer);
(g) if you cannot fulfill the order, but can fulfil the order within an added 48 hours of receiving the order, you will send us an email to confirm this, so we may discuss this with the Buyer. If the Buyer agrees to this, we will process the order (at which point the order will become a binding contract between you and the Customer);
(h) if you cannot fulfill the order, we will refund any funds back to the Customer;
(i) if you accept an order, but cancel for any circumstance, you must inform us within 4 hours the reason why this has taken place. We will explain to the Customer once you have informed us;
(j) once an order has been accepted by yourselves, you must fulfil the order as soon as possible. If the Buyer has paid for next day delivery, you must send the Product out for next day delivery. The maximum time for any order (unless quicker delivery has been requested) for dispatch and delivery is 3 days after an order has been placed;
(k) All orders must be packaged carefully and all deliveries must be placed with a tracking number. This tracking number must be provided to us to provide to the Customer. You may also provide the tracking number to the customer through your Vendor panel;
(l) you must update the order through your Vendor panel at all times. This needs to be comprehensive, and must be updated regularly to inform the Customer of the process of there order, dispatch & delivery of there order or whether you cannot fulfil there order;
(m) when packaging your Items for delivery, you must ensure that the Products are protected sufficiently to ensure they are not damaged during transit. Please also place a returns label for the Customer to return there Product back to you. An invoice or delivery note must be placed with the order. You agree not to place any promotion or promotion codes relating to your own website or other websites where your Products can be purchased.;
(n) Once an order is completed, you must mark the order as complete.
(o) If an order is placed on Amazon or a third party website, then you agree to paying for all returns by customers. You must ensure that you provide a written e-mail to US 7 days after each order is delivered to clarify whether any returns are due. You also agree that if a customer decides to return an item, and We pay for a returns label or pre paid label, then We will deduct this from any sums due to you. We do not take any responsibility in ensuring items are returned back to your warehouse/returns address.
(p) If you do not send a written e-mail to US each month clarifying whether any returns are due from orders on Amazon, or a third party website, then We will deal with any returns as We require. If you do not do this, and a customer has requested a return but has not returned the item within 7 days of this request, then this item will be classed as lost and We will not be responsible in ensuring any items/products are returned back to your warehouse/returns address. We do not take any responsibility in ensuring items are returned back to your warehouse/returns address. We are not responsible in updating you about returns requests. You must ensure you e-mail US after each order.
8.2 If a user purchases your Items with any of our cobuydi.com add-ons such as gift boxes, gift cards, gift services or anything which we supply, the terms in Appendix 1 will also apply.
- Terms and conditions of sale
9.1 Sellers must use the website interface to create legal notices applying to their relationships with Customers or contact us to add the legal notices to the Seller’s listing.
9.2 A Seller must ensure that:
(a) the Seller’s legal notices are sufficient to meet the Seller’s legal disclosure obligations and other legal obligations; and
(b) the Seller complies with all laws applicable to their Product listings and sales, including where applicable the Consumer Rights Act 2015, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and the Electronic Commerce (EC Directive) Regulations 2002.
9.3 Notwithstanding any terms agreed between a Buyer and a Seller, the following provisions will be incorporated into the contract of sale and purchase between the Buyer and the Seller:
(a) the price for a Product will be as stated in the relevant Product listing;
(b) all prices provided by the boutique are all inclusive of any additional charges or cost; Delivery charges will be applied by us and will be kept by us. Some of these charges, such as delivery charges, can be estimates and are paid to us;
(c) deliveries of Products must be made within 3 days following the date the contract of sale comes into force or such shorter period as the Buyer and Seller may agree;
(d) appropriate packaging, and means of delivery of Products must be used by the Seller. The Vendor must provide a tracking number for each delivery; and
(e) Products must be of satisfactory quality, and must be fit for any purpose specified in, and conform in all material respects to, the Product listing and any other description of the Products supplied or made available by the Seller to the Buyer.
9.4 If the Seller is a trader and the Buyer is a consumer, the provisions of Section 10 shall be incorporated into the contract of sale and purchase between a Buyer and a Seller.
9.5 Both Buyers and Sellers undertake to comply with the agreed Terms and Conditions of Sales.
9.6 Dispatch of each order must take place within two working days of the order being placed, unless next day delivery has been requested. Any messages sent to the Seller by our Customers through our website or via e-mail must be responded to within 24 hours. Any messages sent by us to the Seller must be replied to by e-mail within 4 hours.
9.7 The Seller must provide a shipping tracking number to the Online Buyer for each order within 24 hours of dispatch. This can be sent to us or sent directly to the Online Buyer through the Seller’s account.
9.8 Always ensure that each order is shipped with great care, effort and attention to detail.
9.9 You should not charge more than the actual shipping cost.
- Distance contracts: cancellation right
10.1 This Section 10 applies if and only if the Seller is a trader (a person acting for purposes relating to that person’s trade, business, craft or profession, whether acting personally or through another person acting in the trader’s name or on the trader’s behalf) and the Buyer is a consumer (an individual acting wholly or mainly outside his or her trade, business, craft or profession).
10.2 The Buyer may withdraw an offer to enter into a contract with a Seller through our website or cancel a contract entered into with a Seller through our website (without giving any reason for the withdrawal or cancellation) at any time within the period:
(a) beginning upon the submission of the Buyer’s offer; and
(b) ending at the end of 14 days after the day on which the goods come into the Buyer’s physical possession or the physical possession of a person identified by the Buyer to take possession of them (or, if the contract is for delivery of multiple goods, lots or pieces of something, 14 days after the day on which the last of those goods, lots or pieces comes into the Buyer’s physical possession or the physical possession of a period identified by the Buyer to take possession of them).
(c) the Buyer can also cancel the contract at any time prior to the order being marked as shipped by the Seller.
10.3 In order to withdraw an offer to contract or cancel a contract on the basis described in this Section 10, the Buyer must inform the Seller of the Buyer’s decision to withdraw or cancel (as the case may be) through the order settings on our website or via e-mail to us. The Buyer or us may inform the Seller by means of any clear statement setting out the decision. In the case of cancellation, the Buyer may inform the Seller using the cancellation form or via e-mail to us that we or the Seller will make available to the Buyer. To meet the cancellation deadline, it is sufficient for the Buyer to send the communication concerning the exercise of the right to cancel before the cancellation period has expired.
10.4 If the Buyer cancels a contract on the basis described in this Section 10, the Buyer must send the Products back to the Seller (to the address specified by the Seller on our website or the email from website) or hand them over to the Seller or a person authorised by the Seller to receive them. The Buyer must comply with this obligation without undue delay and in any event not later than 14 days after the day on which the Buyer informs the Seller of the decision to cancel the contract. The Buyer must pay the direct cost of returning the Products.
10.5 If the Buyer cancels an order in accordance with this Section 10, the Buyer will receive from the Seller a full refund of the amount paid to the Seller in respect of the order including the costs of delivery to the Buyer, except:
(a) if the Buyer chose a kind of delivery costing more than the least expensive kind of delivery that the Seller offers, the Seller reserves the right to retain the difference in cost between the kind of delivery the Buyer chose and the least expensive kind of delivery that the Seller offer; and
(b) as otherwise provided in this Section 10.
10.6 If the value of the Products returned by the Buyer is diminished by any amount as a result of the handling of those Products by the Buyer beyond what is necessary to establish the nature, characteristics and functioning of the Products, the Seller may recover that amount from the Buyer up to the contract price. The Seller may recover that amount by deducting it from any refund due to the Buyer or require the Buyer to pay that amount direct to the Seller. Handling which goes beyond the sort of handling that might reasonably be allowed in a shop will be “beyond what is necessary to establish the nature, characteristics and functioning of the Products” for these purposes.
10.7 The Seller will refund money using the same method used to make the payment, unless the Buyer has expressly agreed otherwise. In any case, the Buyer will not incur any fees as a result of the refund. The Seller will refund the money back to Cobuydi within 2 days, and we will return these funds back to the Buyer.
10.8 Unless the Seller has offered to collect the Products, the Seller will process a refund due to the Buyer as a result of a cancellation on the basis described in this Section 10 within the period of 2 days after the day on which the Seller receive the returned Products or (if earlier) after the day on which the Buyer supplies to the Seller evidence of having sent the Products back. If the Seller has not sent the Products at the time of withdrawal or cancellation or has offered to collect the Products, the Seller will process a refund due to the Buyer without undue delay and, in any case, within the period of 2 days after the day on which the Seller is informed of the withdrawal or cancellation.
10.9 If Cobuydi is still holding the funds as the Seller’s period of pay has not been met yet, we will inform the Seller and return the funds back to the Customer, excluding delivery costs.
- Marketplace fees and services
11.1 In respect of commission payable to us by Sellers:
(a) commission in respect of each sale made through our website is 25%, unless sold on third party websites in which this will be 35%.
(b) we shall deduct commission straight away due from amounts held or processed by us on behalf of the Seller;
(c) if we have a custom agreement with you, then the rate provided will apply. This is at the discretion of management.
11.2 All amounts stated in these terms and conditions or on our website are stated inclusive of VAT.
11.3 We may vary commission rates from time to time by posting new rates on our website, but this will not affect any liability to pay commission that accrues before the new rates are posted.
11.4 Any increases to the commission rates are effective after we provide you with at least thirty (30) days’ notice by posting the changes on our website.
11.5 In the event that your store Product count falls to zero, the store will no longer show on our website.
11.6 We may, at our sole discretion, change some or all of our services at any time.
11.7 In the event, we introduce a new service, the fees for that service are effective at the launch of the new service.
11.8 Unless otherwise stated, all fees are quoted in UK Pounds (GBP).
11.9 Cobuydi charges the Customer a delivery fee. A delivery fee is a service charge we charge the customer. If the Seller does not charge Customers a delivery charge to deliver their products on their own website or uses certain thresholds where a Customer is not charged for delivery, then Cobuydi will not pay any delivery charges to the Seller. You must send Cobuydi an e-mail and we must agree first if you would like to have delivery fees to be paid. We will always match the best deals for us on your website. For example, if you charge no delivery charges, then we will not. However, if you charge a fee, we will cap this to a maxium of £2.95. Seller cannot charge a service charge.
11.10 If Cobuydi has agreed to pay a delivery charge to the Seller via e-mail, then Cobuydi requires a receipt with the item description, order number and tracking number within 24 hours of sending the order via delivery. If the receipt is not sent within 24 hours of sending the order via delivery, we will not pay a delivery charge.
11.11 All returns, and exchange costs will not be paid by Cobuydi, and are the responsibility of the Seller.
11.12 All delivery charges agreed before hand with Cobuydi will be added to the Sellers final fee paid within the payment period. However, if you do not charge anything or your charges are lower than ours, we will not pay these.
11.13 Cobuydi may promote a Seller’s Product at its discretion. Cobuydi may ask a Seller to provide a free Item or Items to provide to influencers or anyone Cobuydi sees fit. You agree that you will provide as many Items as Cobuydi needs following a written request stating the Items required. These Items will be provided free of charge and you will pay for delivery for the Items to be sent to Cobuydi. Promotion is at our discretion and we will charge a higher percentage commission per item sold. This is also at our discretion. Any percentage increase does not require us notifying you. We do not promise and are not required to promote any Product or service. We will not be responsible for any costs, including if you decide to cancel the promotion once the item has gone out or the item has been posted or at any time.
11.14 Cobuydi may request Sellers to provide a forecast of Items available in stock. Forecasts do not constitute orders. We can do this anytime, and Sellers must provide this within 12 hours.
11.15 The Seller agrees that if at any time it sells any Product to any Customer for less than the Product Price then in force for that Product, it shall reduce the relevant Product Price to match the lower price for so long as the lower price is available and shall refund us the difference between the Product Price and the lower price in respect of its purchases of the Product after the Seller began charging the lower price.
11.16 If we have informed you about ‘takeover’ or ‘brand promotion’ days, please contact us via e-mail for more information. We do not promise and are not required to promote any Product or service.
11.17 Cobuydi owns all materials inline with any promotion/s created and/or carried out on behalf of a boutique, brand and/or product. We own and reserve the right to freely use any promotional materials at our discretion, including and not limited to after this contract being terminated. Boutiques will not be allowed to use any promotional materials, posts & messages paid for and/or arranged for by Cobuydi. Providing items and/or Products do not count towards payment and/or any ownership of any promotional messages, posts and/or materials. You agree that Cobuydi owns all promotional materials arranged, and/or paid for by Cobuydi.
11. 18 All promotion is at our discretion. We do not promise and are not required to promote any Product or service.
12.1 You must pay to us the fees in respect of our website services in advance, in cleared funds, in accordance with any instructions on our website.
12.2 If you dispute any payment made to us, you must contact us immediately and provide full details of your claim within 24 hours.
12.3 If you make an unjustified credit card, debit card or other charge-back then you will be liable to pay us, within 7 days following the date of our written request:
(a) an amount equal to the amount of the charge-back;
(b) all third party expenses incurred by us in relation to the charge-back (including charges made by our or your bank or payment processor or card issuer);
(c) an administration fee of GBP 25.00 including VAT; and
(d) all our reasonable costs, losses and expenses incurred in recovering the amounts referred to in this Section 12.3 (including without limitation legal fees and debt collection fees),
and for the avoidance of doubt, if you fail to recognise or fail to remember the source of an entry on your card statement or other financial statement, and make a charge-back as a result, this will constitute an unjustified charge-back for the purposes of this Section 12.3.
12.4 If you owe us any amount under or relating to these terms and conditions, we may suspend or withdraw the provision of services to you as outlined in Section 31.
12.5 We may at any time set off any amount that you owe to us against any amount that we owe to you, by sending you written notice of the set-off.
12.6 You will receive payment within 15 days or 31 days from delivery and acceptance by the Buyer. 15 days or 31 days starts from when the Buyer has signed for and receives the item(s).
12.7 Your boutique account must stay up-to-date with all fees owed otherwise your boutique account may be suspended until all outstanding fees are paid in full.
12.8 If we have paid you, but a refund is owed to us, or a Customer has requested a refund, then you must provide this back to us within 48 hours us requesting this from you.
- Our role
13.1 You acknowledge that:
(a) we do not confirm the identity of website users, check their credit worthiness or bona fides, or otherwise vet them;
(b) we are not party to any contract for the sale or purchase of Products advertised on the website;
(c) we are not involved in any transaction between a Buyer and a Seller in any way, save that we facilitate a marketplace for Buyers and Sellers and process payments on behalf of Sellers, save for the provisions of Appendix 1;
(d) we are not the agents for any Buyer or Seller,
and accordingly we will not be liable to any person in relation to the offer for sale or sale or purchase of any Products advertised on our website; furthermore we are not responsible for the enforcement of any contractual obligations arising out of a contract for the sale or purchase of any Products and we will have no obligation to mediate between the parties to any such contract.
13.2 The provisions of this Section 13 are subject to Section 18.1.
- Your content: licence
14.1 In these terms and conditions, “your content” means all works and materials (including without limitation text, graphics, images) that you submit to us or our website for storage or publication on, processing by, or transmission via, our website.
14.2 You grant to us a worldwide, irrevocable, non-exclusive, royalty-free licence to use, reproduce, store, adapt, publish, translate and distribute your content and all intellectual property in any existing or future media.
14.3 You grant to us the right to sub-license the rights licensed under Section 14.2.
14.4 You grant to us the right to bring an action for infringement of the rights licensed under Section
14.5 You hereby waive all your moral rights in your content to the maximum extent permitted by applicable law; and you warrant and represent that all other moral rights in your content have been waived to the maximum extent permitted by applicable law.
14.6 Without prejudice to our other rights under these terms and conditions, if you breach any provision of these terms and conditions in any way, or if we reasonably suspect that you have breached these terms and conditions in any way, we may delete, unpublish or edit any or all of your content.
- Your content: rules
15.1 You warrant and represent that your content will comply with these terms and conditions.
15.2 Your content must not be illegal or unlawful, must not infringe any person’s legal rights, and must not be capable of giving rise to legal action against any person (in each case in any jurisdiction and under any applicable law).
15.3 Your content, and the use of your content by us in accordance with these terms and conditions, must not:
(a) be libellous or maliciously false;
(b) be obscene or indecent;
(c) infringe any copyright, moral right, database right, trade mark right, design right, right in passing off, or other intellectual property right;
(d) infringe any right of confidence, right of privacy or right under data protection legislation;
(e) constitute negligent advice or contain any negligent statement;
(f) constitute an incitement to commit a crime, instructions for the commission of a crime or the promotion of criminal activity;
(g) be in contempt of any court, or in breach of any court order;
(h) be in breach of racial or religious hatred or discrimination legislation;
(i) be blasphemous;
(j) be in breach of official secrets legislation;
(k) be in breach of any contractual obligation owed to any person;
(l) depict violence in an explicit, graphic or gratuitous manner;
(m) be pornographic, lewd, suggestive or sexually explicit;
(n) be untrue, false, inaccurate or misleading;
(o) consist of or contain any instructions, advice or other information which may be acted upon and could, if acted upon, cause illness, injury or death, or any other loss or damage;
(p) constitute spam;
(q) be offensive, deceptive, fraudulent, threatening, abusive, harassing, anti-social, menacing, hateful, discriminatory or inflammatory; or
(r) cause annoyance, inconvenience or needless anxiety to any person.
15.4 Your content must be appropriate, civil and tasteful, and accord with generally accepted standards of etiquette and behaviour on the internet.
15.5 You must not use our website to link to any website or web page consisting of or containing material that would, were it posted on our website, breach the provisions of these terms and conditions.
15.6 You must not submit to our website any material that is or has ever been the subject of any threatened or actual legal proceedings or other similar complaint.
- Report abuse
16.1 If you learn of any unlawful material or activity on our website, or any material or activity that breaches these terms and conditions, please let us know.
16.2 You can let us know about any such material or activity by email at firstname.lastname@example.org
- Limited warranties
17.1 We do not warrant or represent:
(a) the completeness or accuracy of the information published on our website;
(b) that the material on the website is up to date; or
(c) that the website or any service on the website will remain available.
17.2 We reserve the right to discontinue or alter any or all of our website services, and to stop publishing our website, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these terms and conditions, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any website services, or if we stop publishing the website.
17.3 To the maximum extent permitted by applicable law and subject to Section 18.1, we exclude all representations and warranties relating to the subject matter of these terms and conditions, our website and the use of our website.
- Limitations and exclusions of liability
18.1 Nothing in these terms and conditions will:
(a) limit or exclude any liability for death or personal injury resulting from negligence;
(b) limit or exclude any liability for fraud or fraudulent misrepresentation;
(c) limit any liabilities in any way that is not permitted under applicable law; or
(d) exclude any liabilities that may not be excluded under applicable law,
and, if you are a consumer, your statutory rights will not be excluded or limited by these terms and conditions, except to the extent permitted by law.
18.2 The limitations and exclusions of liability set out in this Section 18 and elsewhere in these terms and conditions:
(a) are subject to Section 18.1; and
(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.
18.3 To the extent that our website and the information and services on our website are provided free of charge, we will not be liable for any loss or damage of any nature.
18.4 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
18.5 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
18.6 We will not be liable to you in respect of any loss or corruption of any data, database or software.
18.7 We will not be liable to you in respect of any special, indirect or consequential loss or damage.
18.8 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions.
19.1 You hereby indemnify us, and undertake to keep us indemnified, against any and all losses, damages, costs, liabilities and expenses (including without limitation legal expenses and any amounts paid by us to a third party in settlement of a claim or dispute) incurred or suffered by us and arising directly or indirectly out of your use of our website or any breach by you of any provision of these terms and conditions.
- Breaches of these terms and conditions
20.1 Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, or if we reasonably suspect that you have breached these terms and conditions in any way, we may:
(a) send you one or more formal warnings;
(b) temporarily suspend your access to our website;
(c) permanently prohibit you from accessing our website;
(d) block computers using your IP address from accessing our website;
(e) contact any or all of your internet service providers and request that they block your access to our website;
(f) commence legal action against you, whether for breach of contract or otherwise; and/or
(g) suspend or delete your account on our website.
20.2 Where we suspend or prohibit or block your access to our website or a part of our website, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).
- Third party websites/Selling on Other Platforms
21.1 Our website includes hyperlinks to other websites owned and operated by third parties; such hyperlinks are not recommendations.
21.2 You give us the permission to sell your brand, products, images, videos, brand name/images/details/contents/descriptions, contents, & anything else listed on your store on Cobuydi, & your own website on any third party sites. This includes Google Shopping, Google Merchant/Ads, Amazon (All Sites), Bing Shopping & any other party we decide to use.
21.3 The commission rate for selling on third party websites is 35% per order. This will be deducted from your order, before payments are made to you. All products and prices are subject to change without notice. Promotional discounts will be offered on all products. You agree to provide us and any third party platform full control over the prices listed on products for sale.
21.4 We have no control over third party websites and their contents, and subject to Section 18.1 we accept no responsibility for them or for any loss or damage that may arise from your use of them. You agree to allow us and any third party website/platform to change the prices of any product/s without notice. If you require prices to be changed, you must provide us with 60 days written notice. Price changes are subject to discretion.
21.5 You agree that you will not attempt to claim any page on a third party website which we have created. You will be liable for any loss we face, including damages.
- Trade marks
22.1 Cobuydi, our logos and our other registered and unregistered trade marks are trade marks belonging to us; we give no permission for the use of these trade marks, and such use may constitute an infringement of our rights.
22.2 The third party registered and unregistered trade marks or service marks on our website are the property of their respective owners and, unless stated otherwise in these terms and conditions, we do not endorse and are not affiliated with any of the holders of any such rights and as such we cannot grant any licence to exercise such rights.
23.1 We may revise these terms and conditions from time to time.
23.2 The revised terms and conditions shall apply to the use of our website from the date of publication of the revised terms and conditions on the website, and you hereby waive any right you may otherwise have to be notified of, or to consent to, revisions of these terms and conditions.
24.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions.
24.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.
25.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
25.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
- Third party rights
26.1 A contract under these terms and conditions is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
26.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.
27.1 Each party undertakes that it shall not at any time during this agreement and for a period of two years after termination disclose to any person any confidential information concerning the business, affairs, Customer, clients or Suppliers of the other party or of any member of its Group, including information relating to a party’s operations, processes, plans, Product information, know-how, designs, trade secrets, software, market opportunities and Customers Confidential Information, except as permitted by Clause 27.2.
27.2 Each party may disclose the other party’s Confidential Information:
(a) to its employees, officers, agents, consultants or subcontractors (Representatives) who need to know such information for the purposes of exercising the party’s rights or carrying out its obligations under or in connection with this agreement, provided that the disclosing party takes all reasonable steps to ensure that its Representatives comply with the confidentiality obligations contained in this Clause 27 as though they were a party to this agreement. The disclosing party shall be responsible for its Representatives’ compliance with the confidentiality obligations set out in this clause; and
(b) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
27.3 Each party reserves all rights in its Confidential Information. No rights or obligations in respect of a party’s Confidential Information other than those expressly stated in this agreement are granted to the other party or to be implied from this agreement.
- Law and jurisdiction
28.1 These terms and conditions shall be governed by and construed in accordance with English law.
28.2 Any disputes relating to these terms and conditions shall be subject to the non-exclusive jurisdiction of the courts of England.
- Statutory and regulatory disclosures
29.1 We will specify on the website or elsewhere in these terms and conditions the different technical steps you must follow to conclude a contract under these terms and conditions, and also the technical means for identifying and correcting input errors prior to the placing of your order.
29.2 We will not file a copy of these terms and conditions specifically in relation to each user or Customer and, if we update these terms and conditions, the version to which you originally agreed will no longer be available on our website. We recommend that you consider saving a copy of these terms and conditions for future reference.
29.3 These terms and conditions are available in the English language only.
29.4 The website of the European Union’s online dispute resolution platform is available at https://webgate.ec.europa.eu/odr/main.
- Our details
30.1 The services hereunder are offered by Compulsive Buying Disorder Limited.
30.2 We are registered in England and Wales under registration number 10902634, and our registered office is at 27 Old Gloucester Street, London, United Kingdom, WC1N 3AX.
30.3 You can contact us by email at email@example.com.
31.1 Your boutique account can be closed or downgraded at any time. If you wish to do so, you must provide written notice either by email at firstname.lastname@example.org with an explanation. The cancellation will be effective after 60 days following receipt and acceptance of the notice by us, unless you have any fees or commission outstanding to be paid to us.
31.2 If we receive negative feedback about you, we have the right to suspend and terminate a Seller’s boutique account at our discretion. We may suspend or terminate any boutique at our discretion without providing a reason.
31.3 If your account is terminated or not in good standing, it is your responsibility to pay all fees plus any penalties, if applicable within 48 hours of us notifying you of this status.
31.4 If we terminate your account, we will send you an e-mail and we have the right to suspend all sales and listings on the platform, without providing any reason. We may suspend or terminate any boutique at our discretion without providing a reason. If we terminate your boutique, we can suspend sales and listings instantly.
32. Other terms you agree to
32.1 If we have agreed to help you list and publish your Products, then this service will only be provided once. You will then be responsible for all your Products, including updating and re-listing current and new Products. It is your responsibility to ensure that your listings are correct, and we take no responsibility for any listings we may publish on your behalf. This service is completely at our discretion.
32.2 If a boutique owes us commission, we shall deduct this commission due from amounts held or processed by us.
32.3 We may, at our sole discretion, change some or all of our services at any time.
32.4 In the event we introduce a new service, the fees for that service are effective at the launch of the new service.
32.5 The Seller will ensure that all Products are properly packed and secured in such manner as to enable them to reach their destination in good condition.
32.6 The Seller shall comply with all applicable laws, enactments, orders, regulations and other instruments relating to the manufacture, packing, packaging, marking, storage, handling and delivery of its Products.
32.7 If an order is not delivered on a specific delivery date, the Customer may refuse the order. This is then the responsibility of the Seller to ensure their Products are returned back to them at the Seller’s cost, and a full refund must be provided to the Customer if the Customer requests this. You will also pay a surcharge of £5 to Cobuydi for not fulfilling an order properly.
32.8 Each order should be accompanied by a delivery note or invoice from the Seller showing the order number, the date of the order, the type and quantity of Products included in the order, including code numbers/SKU of the Products, and, in the case of Products being delivered by installments, the outstanding balance of Products specified in an order which are remaining to be delivered. The Seller shall ensure a return bag is provided for the customer to return or exchange Products.
32.9 For each order, Sellers must not refer to buying Products on their own website and must not provide incentives, vouchers or gift cards to Customers which cannot be used on cobuydi.com. If a Seller wants to provide gift vouchers or promotion incentives to Customers, they must ask there account manager at Cobuydi to input these into the system.
32.10 The terms of this agreement shall apply to any repaired, exchanged or replacement Products supplied by the Seller.
32.11 If the Seller fails to make any payment due to the Customer or us,then without limiting any remedies entitled to us, the defaulting party shall pay interest on the overdue amount at the rate of 4% per annum above the Bank of England base rate from time to time. Such interest shall accrue on a daily basis from the due date until the date of actual payment of the overdue amount, whether before or after judgement. The Seller shall pay the interest together with the overdue amount.
32.12 Without limiting any other remedies or rights it may have, we may set off any amounts owed to it by the other party under this agreement against any amounts payable by it to the other party under this agreement.
32.13 If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of this agreement.
32.14 If any provision or part-provision of this agreement is invalid, illegal or unenforceable, the parties shall negotiate in good faith to amend such provision so that, as amended, it is legal, valid and enforceable, and, to the greatest extent possible, achieves the intended commercial result of the original provision.
32.15 During this agreement and for a period of two afterwards, the Seller shall maintain in force the following insurance policies with reputable insurance companies:
(a) public liability insurance for not less than £5,000,000 million per claim; and
(b) product liability insurance for not less than £5,000,000 million for claims arising from any single event and not less than £10,000,000 million in aggregate for all claims arising in a year.
The Seller shall ensure that our interest is noted on each policy, or that a generic interest clause has been included.
32.16 Regardless to anything in this agreement, if we are found liable, our liability to you or to any third party is limited to £100.
32.17 The Customer’s rights and remedies are in addition to the rights and remedies available to it in respect of the statutory conditions relating to description, quality, fitness for purpose and correspondence with sample implied into this agreement by the Sale of Goods Act 1979.
32.18 Even though we may try to help solve a dispute between Customers and Sellers, you agree that Cobuydi and all its affiliate websites, companies and employees are not responsible for dealing with disputes between Customers and Sellers. If you sell an item to a Customer, it is your responsibility to ensure the transaction is completed successfully.
32.19 If you mislead a Customer or Cobuydi, we have the right to suspend or terminate your account instantly. If we decide that your account should be terminated, we will either terminate the account instantly, or we will suspend the account for 60 days. After 60 days, your account will be deleted. During suspension, we have the right to hide or delete all Products and listings.
33. Entire Agreement
33.1 This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous contracts, agreements, promises, assurances, warranties, e-mails, representations and understandings between them, whether written or oral, relating to its subject matter. This agreement invalidates and supersedes the Contract of Supply agreement signed in 2017, and you agree that this agreement is the entire agreement and is now binding.
33.2 Each party acknowledges that in entering into this agreement it does not rely on any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement.
33.3 Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
33.4 Nothing in this clause shall limit or exclude any liability for fraud.
- Subscription/Gift box/Gift Card service
1.1 Where a transaction has taken place where the Buyer has selected a gift box, the Seller will send Cobuydi the Items ordered by the Customer. This must be sent within 24 hours of order acceptance. If we request a quicker delivery, a Seller must send the item within 12 hours of order acceptance.
1.2 We will package the Products and send them to the Customer on your behalf. Cobuydi provides the gift boxes, and we will charge for the giftbox. This charge/amount will remain with Cobuydi. You will only be paid for the sale of your Items, and not the cost of the Cobuydi Gift box, gift card or delivery.
1.3 Once the Customer has signed for the Products, your 15 day period will begin for payment. The return period will also apply once the Customer has signed for the Products.
1.4. If there are any returns or exchanges, we will get the Customer to return your Items directly to you. If the item is returned or exchanged due to a mistake from the Seller, you will be liable for the return cost. From here, the returns policy outlined in this contract applies. The Customer has 14 days from them accepting the delivery to inform us they would like to return/exchange there product/order/item. If they do within 14 days, then they have another 14 days to get the products back to you. You must refund Cobuydi if the product is refunded, and Cobuydi has already paid you. This must be within 7 days of e-mail notice.
1.5 If an exchange occurs, you will re send the Product back to the Customer at your own cost.