Marketplace Seller Agreement
Version 3:0
March 1st, 2022
1. GENERAL TERMS
This Brawta Living Marketplace Seller Agreement contains the terms and conditions that govern your access to and use of the marketplace and is an agreement between you or the business you represent and Brawta. In order to sell items in The Marketplace on brawtaliving.com (the “Site”), you must agree to the marketplace seller agreement outlined below, which includes our Privacy Policy and any other terms and conditions on the Site. By listing an item for sale or having a storefront on our marketplace or purchasing an item on the Site, you agree to be bound by all terms and conditions of this marketplace agreement.
The Site is operated by WVM Brawta Living Limited and Brawta Living Inc. (“Brawta”), which reserves the right to make changes to this marketplace seller agreement at any time. Changes to this marketplace seller agreement are effective when the changes are posted to the Site. Continuing to sell items in our marketplace will constitute your agreement to the new marketplace seller agreement. It is your responsibility to review the changes and decide if you want to continue to use our marketplace. Changes to the marketplace seller agreement may occur without notice to you.
2. THE MARKETPLACE
Brawta provides an online e-commerce service that allows third party sellers to sell their products and services to buyers. This is usually done by creating a promotional offer that is marketed by Brawta and is featured on our pages. These offers result in either a sale transaction taking place or the end user providing their name, email address and telephone number as an interested or potential buyer of the seller’s listed promotions. The Marketplace allows you to display, advertise and promote your promotional products and services. Brawta does not act as an agent for either buyers or sellers. Our service provides a platform for these transactions and qualified leads to take place.
3. ACCOUNT SETUP
You must login with an existing account or complete the Site registration process to create an account with a username and password (the “Account”) in order to make full use of selling on the marketplace. You may not share your password with anyone except authorized employees (if you’re a retail business). You must always provide accurate, current and complete information, and you must update such information in a timely manner to maintain its accuracy and completeness. Any use of the Site through your Account will be deemed as being used by you. Brawta is entitled to rely on the contact and other information that is supplied to us through your Account. Your Account is non-transferable and non-assignable.
4. ELIGIBILITY REQUIREMENTS
Listing items for sale on the Brawta Marketplace is limited to parties that can lawfully enter into a contract. Minors are not allowed to buy or sell on our marketplace. To list items for sale you must supply your business name, address, phone number, email address, TRN, bank account info for payment and agree to the marketplace terms and agreement.
We request bank account information primarily for identity and security reasons and for us to transfer net sales to your account. Please note that the bank account you have identified must be valid in order for you to be paid for your sales. If for any reason it is invalid when we try to disburse funds to you, your disbursement will be delayed until you update the information.
5. MARKETPLACE FEES
For all items sold through its marketplace, Brawta charges a fee based on a percentage of the sale price, as set forth under the document entitled FEE STRUCTURE. The seller of an item is responsible for paying this fee. This fee will be automatically deducted from the earnings you receive from a sale. If Fees change you will be provided with notice. The fee in effect on the date of sale of the item shall govern the transaction. Please view the FEE STRUCTURE page to view the latest fee structure. By listing an item for sale in our marketplace, you agree to pay the applicable fees and any collection costs related to non-payment of fees. All fees are payable upon demand. By listing an item for sale on the Site, you authorize Brawta to debit fees from all gross sales amounts due. All fees are subject to General Consumption Tax (G.C.T); SUBSCRIPTION FEES: In addition and to maintain ongoing promotions on our marketplace you will be required to pay a monthly, semi-annually or an annual subscription fee which is set out on our FEE STRUCTURE page; CREDIT CARD FEES: Credit card fees (Visa / Mastercard ) will be debited from your (sellers) account and is in addition to your agreed transaction fees which will be deducted from each item sold on the marketplace. Other digital, marketing, advertising and subscription service fees may be debited from your net proceeds of sale. Please refer to our FEE STRUCTURE page
6. VOUCHER REDEMPTION
Brawta pays you (our seller) twice per month on redeemed vouchers that are validated through our seller portal on or before the 10th and 25th of each month. Otherwise, Brawta can pay weekly upon the seller paying for priority payment service or having subscribed for this benefit under a subscription package agreement. It is agreed that a voucher is redeemed when; (1) The voucher holder has presented the Voucher to the Seller within the redemption period; (2) The Seller has delivered the offer, being their product or service offered. on the Marketplace, in full to the valid holder of the voucher; (3) The seller has provided to Brawta evidence of (1) & (2) which includes but not limited to the voucher code; and a delivery confirmation where applicable in case of products; (4) The voucher holder who submitted voucher codes to seller and then ask Brawta for a refund under the refund terms and conditions; (5) Brawta adheres to strict business practices and require that all vouchers redeemed in store or if delivered, must be supported by a valid government issued identification of the person which must match the name on the voucher presented. If the name on the voucher and the ID presented does not match, Brawta suggests strongly that the seller does not release products and services to that customer without first contacting, verifying and getting an approval from Brawta to proceed or hold on the customers redemption and delivery of goods and services. In the event that this process is not followed, and a fraudulent chargeback arises, then the seller bears all risk associated with that transaction and funds will be debited from sellers account plus any and all chargeback fees. For the avoidance of doubt, if any of the above five (5) described requirements are not met, a voucher is considered NOT REDEEMED and Brawta is under no obligation to pay the seller any amount in respect of that specific voucher.
7. REQUIRED COMMUNICATION
Brawta requires you to provide timely support to the customers and end users of our marketplace as they are very valuable to our business. Please make sure that all communications are kept within our online messaging and customer care center. All messages should ideally be replied to within 24hrs. Please resolve all customer issues related to the Brawta marketplace within 48hrs. You are also required to notify Brawta when you change the status of an order. Changes in status could include but are not limited to; canceling an order, refunding an order or alerting a customer about a missing item from their order. It’s your responsibility to maintain accurate inventory levels of all products and services on the marketplace. If a product is out of stock or a service is booked that offer must be displayed as SOLD OUT and removed from the Marketplace within 24 hours. While the delivery of products will be an option on our marketplace most customers will produce and are encouraged to redeem (in store) a Brawta Voucher. You will input and validate that voucher code requesting a valid picture ID of the person ensuring that the name on the voucher matches their Identification. Brawta will process payments to you (seller) based on redeemed vouchers.
8. DELIVERY EXPECTATIONS
All local orders (Jamaica) should be delivered to customers within 48hrs. All orders must reach the Buyer within the quoted time frame of 1-2 business days (standard delivery) and 1 business day (expedited delivery). As part of the Seller Agreement you are contracted to adhere to, it is your responsibility to deliver the items contained within an order to the Buyer and you waive your ability to win any disputes if the customer says the package did not arrive due to not having Delivery Confirmation or Tracking. The Seller waives the ability to win any disputes if the customer says the package did not arrive should they choose not to follow the delivery guidelines.
All sales made through brawtaliving.com must be delivered to the buyers address unless they are an In-Store voucher Pickup. Again, the Seller must adhere to the Identification and redemption requirements as outlined in our (#6) Voucher Redemption rules.
9. SELLER RESTRICTIONS
Sellers cannot list or sell items that: infringe upon intellectual property rights or are illegal, fake, counterfeit, or stolen. Items listed for sale must be listed on the correct item page and an accurate description of the products description must be given. The accounts of sellers may be limited in a matter that allows them to make a certain amount of transactions within a given time at the sole discretion of Brawta Marketplace. Transactions must take place between two different individuals, organizations or entities. Brawta reserves the right to refuse service to anyone at any time for any reason.
Brawta will guide and approve the products & services to offer for sale in the marketplace. Sellers are required to sell items at an agreed promotional price to customers that meet the seller’s terms. By listing a promotional item in our marketplace, you agree that you have the right to sell the item, the item is in your possession and that your description provided in your listing is complete and accurate. Sellers are not allowed to drop ship or sell items they do not physically possess unless approved by Brawta (such as artist painting, done to order). Failure to have a product in store for pick up or delivery by the provided date may be grounds for termination of your Account.
10. CUSTOMER INFORMATION
You must keep any customer information you receive confidential, private and secure. In general, you should not share your Brawta login information with anyone other than authorized employees. Any employees or individuals who have access to your Brawta account must also keep login and buyer information secure. If you store buyer information anywhere outside of the Brawta Seller Portal, you must store that information securely where unauthorized individuals cannot access the information.
11. GENERAL DATA PROTECTION REGULATION (GDPR)
GDPR stands for the General Data Protection Regulation, is a law that regulates how personal information can be collected, stored, and used in an effort to protect online users. Under this law, residents of Jamaica, United States, Canada and the UK have the right to know who is collecting their personal information and for what purpose it is being used.
If you sell to individuals residing in those countries the law applies to you. In addition, as a Brawta seller, you must adhere to the GDPR regulations and follow best practices when handling a buyer’s personal information. You may receive certain information about buyers, such as names, mailing addresses, phone numbers and email addresses. It’s extremely important that you keep this information confidential, private and secure.
12. PAYMENTS
After a Completed Sale occurs and the buyer’s voucher is validated and redeemed in the backend Brawta credits the net proceeds from the sale (less all fees) to your account twice per month, usually the 15th and the last day of the month. Brawta can also pay weekly upon the seller paying for priority payment service or having subscribed for this benefit under a subscription package agreement. Keep in mind that refunds to buyers, selling fees and other transactions are debited against amounts credited to your Account from sales. If Brawta reasonably concludes based on information available to us that seller’s actions and/or their performance in connection with the Site may result in buyer disputes, chargebacks or other claims, then we may, in our sole discretion, delay initiating any remittances and withhold any payments to be made or that are otherwise due to you in connection with this marketplace agreement for the shorter of: (a) a period of 90 days following the initial date of suspension; or (b) completion of any investigation(s) regarding any seller actions and/or performance in connection with this marketplace agreement. We will not be liable to seller if we act in accordance with the provisions of this Section.
13. TAXES
It is the seller’s responsibility to include, collect and remit any taxes, in particular, general consumption tax (GCT) that is associated with all transactions. Brawta may provide tools that allow a user to charge sales tax on transactions, but Brawta will not be held responsible for the collection or lack of collection of any taxes due to the use of these tools. Brawta is not responsible for determining when tax should be charged. As it relates to specifically to GCT, Brawta shall be liable for the amount of GCT which under the law is applicable to this agreement. The Seller shall be liable for the amount of GCT which under the law is applicable to this agreement.
14. RETURN POLICY
For all of your products and services you will accept, and process returns, refunds and adjustments in accordance with this marketplace seller agreement and the Brawta published Refund Policy on the Site at the time of the applicable order, and we may also inform customers that these policies apply to your products and services. Customers are not subject to restocking or refund processing fees when a Seller applies a refund. You will determine and calculate the amount of all refunds and adjustments (including any taxes, delivery and handling or other charges) or other amounts to be paid by you to buyers in connection with Brawta marketplace purchases, using functionality we enable for your account, and will route all such payments through Brawta. We will provide any such payments to the buyers (which may be in the same payment form originally used to purchase your product), and you will reimburse us for all amounts so paid. We may offset such payments against any amounts to be remitted or paid by Brawta to you the Seller under this marketplace agreement or seek reimbursement from Seller via any of the means authorized under this marketplace agreement. You will promptly provide refunds and adjustments that you are obligated to provide under the applicable Refunds & Returns Policy and as required by law, and in no case later than thirty (30) days after the obligation arises.
15. TERMINATION
The seller can terminate participation in our marketplace at any time by written notice to Brawta. Brawta reserves the right to terminate a user’s participation in the marketplace at any time with or without notice to user. Brawta reserves the right to monitor user accounts to determine if policies or laws are being broken. Brawta reserves the right to remove or edit any content supplied by users. Any illegal or fraudulent activity may be reported to law enforcement or other third parties. Upon termination, seller must pay Brawta any fees that were incurred prior to the effective date of termination, and any pending transactions will be canceled.
Brawta reserves the right, upon termination, to offset against any payments to be made to seller, an amount determined by Brawta to be adequate to cover chargebacks, refunds, adjustments or other amounts paid to buyers in connection with marketplace purchases from seller’s account for a prospective three-month period. At the end of such three-month period following termination, Brawta will disburse to seller any amount not used to offset chargebacks, refunds, adjustments or such other amounts paid to buyers, or seek reimbursement from seller via any of the means authorized in this marketplace agreement for any additional amount required to offset chargebacks, refunds, adjustments or other amounts paid to buyers, as applicable.
16. WARRANTY
The Brawta marketplace is provided as is and without warranty. Brawta makes no warranties of any kind, expressed or implied. We strive to provide our marketplace 24 hours a day 365 days a year, but we do not guarantee our marketplace will always be available. Brawta will not be liable for any loss due to our marketplace not being available. Brawta will not be liable for any loss due to errors in our software, the result of any software or malware viruses or the software of others that we use.
17. RISK OF LOSS
Brawta may refuse service to anyone for any reason. Brawta will bear the risk of credit card fraud (i.e. fraudulent purchase arising from the theft and unauthorized use of a third party’s credit card information) occurring in connection with a payment transaction through our marketplace, and the seller will bear all other risk of fraud or loss that are not fulfilled strictly in accordance with the order information and delivery information that we provide to you in this Seller agreement. As it relates to fraudulent purchases on our platform arising from the theft and unauthorized use of a third party’s credit card, Brawta adheres to strict business practices and require that all vouchers redeemed in store or through delivery must be supported by a valid government issued identification (ID) of the person who made the purchase and must match the name on the voucher presented. If the name on the voucher and the ID presented does not match, Brawta suggest strongly that the seller does not release products and services to that customer without first contacting, verifying and getting an approval from Brawta to proceed or hold on the customers redemption and delivery of goods and services. In the event that this procedure is not followed, and a fraudulent chargeback arises then the seller bears all risk associated with that transaction and funds will be debited from sellers account plus any chargeback fees and Brawta is not responsible for any loss applicable. Brawta reserves the right to seek reimbursement from the seller if we, in our sole discretion, decide to reimburse the buyer, provide a refund to the buyer if the seller cannot promptly deliver the goods, discover erroneous or duplicate transactions, or receive a chargeback from a buyer’s credit card issuer for the amount of the buyer’s purchase from the seller. Brawta may obtain reimbursement of any amounts owed by the seller to Brawta by deducting from future payments owed to the seller, reversing any credits to the Account, charging the seller’s credit card, or seeking such reimbursement from the seller by any other lawful means. You authorize us to use any or all of the foregoing methods to seek reimbursement, including the debiting of your credit card.
18. INDEMNITY/LIMITATION OF LIABILITY
You will defend, indemnify and hold harmless Brawta and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this marketplace agreement; or (ii) your own website or other sales channels, the products you sell, any content you provide, the advertisement, offer, sale or return of any products you sell, any actual or alleged infringement of any intellectual property or proprietary rights by any products you sell or content you provide, or the collection, payment or failure to collect or pay any taxes.
BRAWTA WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS MARKETPLACE AGREEMENT, THE SITE, THE INABILITY TO USE THE SITE OR THE MARKETPLACE, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO VIA THE SITE.
19. DISPUTES
As a seller on Brawta’s Market place you agree to release Brawta from any claims, demands and damages related to transaction disputes. If a dispute arises, buyers and sellers are expected to deal with each other to come to a resolution. At times, Brawta’s Customer Care may step in to mediate disputes between Buyers and Sellers on our platform. During mediation, Brawta’s Customer Care may apply full or partial refunds to resolve disagreements, any and all refunds are at the discretion of the Customer Care Team.
20. JURISDICTION
Any claim against Brawta in relation to our marketplace shall be adjudicated in a court in Jamaica and you agree to exclusive jurisdiction of these courts. This agreement shall be governed by Jamaican Law, without regard to conflict of laws principles thereof.
21. CONTENT AGREEMENT
By agreeing to the marketplace seller agreement, you grant the royalty-free use of any content you submit to us. You represent that you own any content you submit to us or you have the right to distribute submitted content. You will be responsible for any violation of rights for unauthorized content.
22. SEVERABILITY
If any section of this agreement is deemed unlawful, void or unenforceable, then that section shall be deemed severable and the remainder of the agreement will remain in force. Failure to enforce any section of this agreement by Brawta does not constitute a waiver of Brawta’s right to enforce such section or any other section in the future.
23. ELECTRONIC SIGNATURE
This agreement is in electronic form and provides you the seller with selecting and checking a mark in the text box on our Site. This mark signifies your full agreement to the terms and conditions of this Seller Marketplace Agreement. Placing a mark in the check box is a condition and purpose of signing this agreement; the parties further agree that using this electronic signature shall be treated with the same legal force and effect as a signature written by hand and will not be denied legal validity solely due to the fact that the signature is in electronic form.
