Dealer Agreement

Dealer Agreement

Become a Vendor

1 Introduction

These terms and conditions of the supplier are additional to the general terms and conditions of DESADD ( ) and provide the terms and conditions under which DESADD provides the service that will allow you to market and sell products through the DESADD Marketplace (the “Website”) and services, features, Contents (defined below) offered by DESADD srls. (“desadd”, “we”, “we” or “our”) (together with the Website, the “Services”). If you do not read or understand and do not accept all the terms and conditions of this Agreement with the Supplier, you can not use the Website.

2 Become a Vendor

  1. OPENING AN ACCOUNT: it is necessary to request the opening of a DEALER account (an “Account”) with DESADD through the appropriate form ( Vendor Registration ) or completion of the online registration process following Direct Contact by a DESADD employee. By opening an account with DESADD, you guarantee; 1) You are legally able to enter into binding contracts; 2) You are at least 18 years old; and 3) All information provided during the registration process is accurate to the best of your knowledge and beliefs.
  2. CONTACT INFORMATION: It is necessary to provide DESADD with accurate and complete contact and payment information when opening an account. It is necessary to inform DESADD immediately if any of this information changes. If you do not provide DESADD with complete, accurate and up-to-date contact information, you may not be eligible to sell products through the platform.
  3. ACCOUNT SECURITY: When opening an account you will be given an automatically generated password which you can change later. You will be the sole and exclusive responsible for the conservation of your confidential password and all the uses of your password and account, including, without limitation, the use by unauthorized third parties. You must inform DESADD immediately if you believe that your password has been or can be obtained or used by any unauthorized person or entity. In addition, you must inform DESADD immediately if you become aware of any other breach or attempt to breach the security of your account or network or website, support@desadd .com .

3 Vendor’s Content

  1. DEFINITIONS: the term “Product Content” includes all Content related to Products that the User sends or uploads to the Platform and all other Content added, created, uploaded, sent, distributed or published on the Platform by users are considered “User Content”. The term “Content” includes, without limitation, video, audio clips, written posts and comments, information, data, texts, photographs, software, scripts, graphics, trademarks, logos and interactive features generated, provided or otherwise made accessible on or through the Services, in addition to the content of the product and the content of the user. All content published or transmitted privately is the sole responsibility of the person or supplier from whom the Content comes.
  2. Web sites and third-party feeds. By submitting the Product Content through the Services, the user performs and grants us a worldwide, non-exclusive, perpetual, royalty-free, fully paid, sublicensed and transferable license to use, modify, modify, truncate, aggregate, reproduce, distribute, prepare derivative works, display and execute such Product Content exclusively for the purpose of providing the Services and for no other purpose. You represent and warrant that you have all the rights to grant such licenses to us without violation or infringement of third-party rights, including, without limitation,
  3. CONTENT AVAILABILITY: we do not guarantee that the Contents will be made available through the Services. Furthermore, we have no obligation to monitor the site or services. However, we reserve the right to (i) remove, modify or modify any Content in our sole discretion, at any time, without notice to you and for any reason (including, but not limited to, receipt of complaints or accusations from third parties or authorities relating to such Content or if we are concerned that you have violated these Terms) and (ii) remove or block any Content from the Services.
  4. You can delete or remove the content of the product or the user’s content, either by yourself or through a request made to one of our employees. When the content of the product or user content is deleted, it will be removed from the platform. However, you understand that any Content of the Product or User Content removed may persist in backup copies (and on the DESADD website) for a reasonable period of time (but the subsequent removal will not be shared with others).
  5. All announcements will be examined by the editor to ensure that the ads reflect the High Standards we have set ourselves, which is why it will unquestionably be the work of the curator or curators to authorize the publication of an advertisement. However, the trustee or the editors will not be liable in any way for the contents, for the veracity of the descriptions or for violations of third party rights.
  6. NOTICES AND LIMITATIONS: The Services may contain Content specifically provided by us, our partners or our users and such Content is protected by copyrights, trademarks, service marks, patents, trade secrets or other proprietary rights and laws (” Intellectual property”). You must respect and retain all copyright information, information and restrictions contained in any Content accessible through the Services. For you or any user affiliated with you, the use of any use of intellectual property, including but not limited to any content specifically provided by us, will be strictly prohibited.

4 Creation and Maintenance of the Vendor Catalog:

  1. DELIVERY OF CONTENTS: In order to market and sell your items through the Platform, you will need to create a DIGITAL SUPPLIER CATALOG (“Catalog”). This catalog should contain the full range of products you will offer, including all variants and customization options. You will load on the platform all the contents necessary for the correct creation of your catalog in accordance with the instructions applicable on the platform. You also need to upload all the other content needed to package and market your products. DESADD may, in its sole and exclusive discretion, determine if any content complies with these instructions and is satisfactory for use within the platform. If the content is deemed unsatisfactory, DESADD reserves the right to remove or modify this content.
  2. APPROVAL AND CONSENT: it is necessary to have all the approvals and consents necessary to use all the contents provided and to deliver copies of these approvals and consent to DESADD if DESADD requires them.
  3. The contents must comply with the standards set by DESADD and for this reason we recommend that you see our  PHOTOGRAPHY TIPS  for products coming from fairs, exhibitions or other and that need special photographs. The descriptions of objects at particularly advantageous prices must necessarily include ALL the characteristics that justify such prices, such as scratches, non-original packaging, discolored fabric, etc., to have a complete and clear description. For these objects must be provided detailed photos and all the notes.
  4. You are solely responsible for all aspects of your ad including the provision of detailed information on the item, photos and storage and proper maintenance of your item. DESADD reserves the right to review your list for grammatical errors and minor corrections. You agree to accurately describe each article to the best of your ability.
  5. It is necessary to provide each item in clean, dust-free, dust-free conditions and in conditions that are desirable and desirable for resale, with the exception of any condition that is clearly revealed in writing or with photographs in the description of the list .
  6. DESADD reserves the right at any time to inspect or reject any item not eligible for sale at any time.
  7. The user stipulates, declares and warrants that he has all the rights, authorizations and authorizations necessary for DESADD to sell the item on its behalf and fulfill its rights and obligations under this contract.
  8. For each ad, provide price, measurements, quantity (if you have more than one of the same item), descriptions and photos and you can also describe the materials, history and other material about your item . The more information you can provide to the buyer, the more likely you are to have a successful sale without a return. Include well-lit photos, capture the most important angles and show any damage to the piece.
  9. PROHIBITED CONTENT: it is not possible to market or sell a product that is generally offensive or inappropriate for use on the Platform, as determined by DESADD in its sole and absolute discretion. For example, but without limitation, it is not permitted (and not allowed to third parties) to view or upload Content, market or sell a product, which DESADD considers: (i) infringes the rights of third parties, including, but not limited to, copyrights , trademarks, patents, trade secrets and privacy and advertising rights; (ii) is defamatory; (iii) is obscene or pornographic; (iv) is designed to harass, threaten or abuse others; or (v) violates any applicable law, regulation or regulation, including, without limitation, exploiting the images or likeness of minors. While DESADD has no obligation to monitor transactions or communications made through its network or website, it reserves the right to cancel any transaction or take any other action to limit access or availability of any material that may be considered debatable, without any responsibility towards the user or third parties. threaten or abuse others;
  10. COSTS OF CREATION: You will be solely responsible for creating the electronic and digital content you upload to DESADD, unless DESADD agrees in advance that it will help you with creating the catalog. You will pay all costs associated with its creation and copies thereof, including, without limitation: (i) any compensation due to third parties; (ii) payments required by any agreement between you and any work organization (such as trade unions or categories); (iii) all costs of study, tape, editing, mixing, re-mixing, mastering and engineering; and (iv) all travel costs, daily,
  11. MAINTENANCE OF THE CATALOG: You are responsible for maintaining an up-to-date catalog that includes complete product ranges and up-to-date list prices. In the event that your catalog is not updated and a DESADD BUYER would like to place an order for a product that you did not include in your digital catalog, you are responsible for notifying DESADD of this order. DESADD will assist you in acquiring the product in your catalog or creating an offline order.
  12. ROYALTIES: you must pay all royalties or similar payments that are or may be due to third parties, like all payments under licenses for third-party material in your content. For example, you must pay all copyright royalties of photos to the owners of any photographic material used in your content. If you are a producer DESADD will not be in any way responsible for ROYALTIES not paid to Designers with whom you have close collaborations
  13. COMPANIES AND ASSOCIATIONS: the user recognizes that DESADD is not currently part of any collective labor agreement with any union or corporation and the user is solely responsible for compliance with all applicable trade union or corporate standards , including, without limitation, those relating to payments.

5 Communication and Sale Through the Platform

  1. COMMUNICATION: BUYERS may use the platform to send you communications in various forms, including, but not limited to: requests for business accounts, messages, quotations and orders. It is the user’s responsibility to respond to any communication from a BUYER within a reasonable period of time (usually one business day).
  2. REQUESTS: DESADD does not verify PURCHASERS before allowing them access to the platform, these controls are limited to information on user registration and e-mail addresses.
  3. QUOTATION AND ORDER REQUEST: BUYERS can use the platform to request quotes or place orders for products in their catalog. It is the user’s responsibility to accurately communicate the full price of any Estimate or Order, including the final price of the Product along with any additional charges, discounts, shipping charges and applicable taxes and include them directly on the Platform so they are included in the response provided to the BUYER. DESADD reserves the right to refuse orders that do not meet these requirements that DESADD can establish periodically.
  4. EDITING THE ORDER: once the purchase order has been received through the platform, the user will be responsible for all aspects related to the processing and fulfillment of orders. Among other things, you will prepare the order forms; process payments, cancellations and returns; and manage customer service in accordance with existing policies.
  5. BUYER CONTRACT: When a BUYER places an order with you through the Platform, he is forming a Sales Contract with you directly for the purchase. You are required to execute the contract in a timely manner and in accordance with all applicable laws, including and without limitation the Electronic Commerce Directives (EC Directive 2002) or the European Union relating to electronic commerce or any other similar legislation for sales E-Commerce in your country of business. You are responsible for providing any BUYER to whom you have sold Products with all relevant information relating to the contract of sale including, without limitation, your terms of business and delivery, return and cancellation policies and information on how (if any) you will use any of their personal data. You do not have the right to use your personal information for other purposes except for the delivery of the purchased Products. You acknowledge that DESADD is not and will not be part of any contract that may come into effect between you and any BUYER who purchases your Products or otherwise you may encounter or come into contact with our Platform. We will not be held responsible for any loss or damage suffered by you as a result of relationships with any BUYER or any person, company or company with whom you have come into contact via our Platform. You will compensate us for all costs, claims, damages and losses that may arise from your dealings with BUYERS. company or company with which you have come into contact through our platform. You will compensate us for all costs, claims, damages and losses that may arise from your dealings with BUYERS. company or company with which you have come into contact through our platform. You will compensate us for all costs, claims, damages and losses that may arise from your dealings with BUYERS.
  6. LOST IN TRANSIT: We can not give any commitment or mandate (nor will we provide any judgment for) Products lost during shipping. DESADD will ensure that suitable and reliable shipping methods are used and that these shipping methods are clearly communicated to anyone who purchases your Products. The user acknowledges that, in case of loss of some items, it could still be subject to the agreed rates.

6 Payments and Commissions

  1. DESADD, will collect a commission at the agreed percentage for all successful orders that are made through the platform. This percentage will be taken on the value of the order, gross of taxes and shipping costs. We reserve the right to charge VAT above the commission, if applicable.
  2. The DESADD platform has the ability to facilitate electronic payments, if you use this feature the following conditions apply:
    1. You are responsible for the payment request through the platform and the BUYER is then responsible for making the payment on the platform.
    2. Payments can be made via any major credit or debit card or by transfer.
    3. Other methods of payment or installment will be agreed on a case by case basis.
    4. The total commission amount for an order will come when the payment is made by the BUYER. The funds from the sale on the platform (net of fees and processing fees) will be deposited in the bank account provided within 1-3 working days after the term with which the BUYER has the right to return and refund. Payment processing fees vary between 0% and 2% of the order value according to the payment method.
    5. If a BUYER requests the return or cancellation of an order and the user honors this request, the user is obliged to inform DESADD within 14 days if an order that was previously indicated as entered and / or paid on the platform has been returned or canceled by the BUYER, so you can make the necessary refunds.
  3. Any payment made without using the DESADD payment feature described above will be bound by the standard terms and conditions of payment. Any DESADD fees due will be billed to you within 60 days of sending the order. DESADD reserves the right to suspend the Account temporarily or permanently if the commission invoices due on the date of installation can not be paid.
  4. DESADD will check the status of purchase orders made via the platform. The form, content and frequency of any reports prepared by DESADD may vary from time to time at the discretion of DESADD. DESADD will manage the payments of the platform, the customer service and will be the first point of contact for deletion, returns of all orders and ensure that any disputes between buyer and seller are resolved.
  5. Under no circumstances will you perform any practice on our platform that could be recognized as an attempt to avoid or circumvent the rates indicated in this section or to communicate with an “off-platform” BUYER. The user recognizes that this reduction in expenses will result in the temporary or permanent termination of his registration on the Platform. Examples of practices that can be recognized as tax avoidance are (but not limited to):
    1. publication of contact information (including, by way of example, URLs of websites, email addresses and telephone numbers) in any area of ​​our platform where buyers can order articles directly or indirectly through the use of such information and therefore avoid the rates agreed with us, which would have been incurred if the buyer had ordered the items on our platform;
    2. Offer a BUYER a deeper or alternative discount structure to make a direct off-platform payment rather than a payment through the platform.
    3. Using your username from our platform or store name to contain external contact information (such as website URLs, company names and other similar information)
    4. Use private messaging systems within our platform to advertise external store information or encourage members in any way to purchase items outside our platform;
    5. Use any image uploading service on our platform to advertise company names, website URLs, or other contact information for these companies;
    6. Using combinations of characters that can be represented as contact information, for example using “(at)”, “[at]” or “at” to represent the “@” sign from an email address or other representations of similar characters.

7 Commercialize and Publish Your Products

  1. NO SPAM: You can not use “spam”, “blast-fax” or phone messages registered to market or sell products to any BUYER on the platform. You may not send spam or attempt to intentionally subvert the results of the DESADD or search engine directory with false, misleading or unnecessarily repetitive information.
  2. LINK: DESADD, in its sole discretion, may prohibit you from “linking” the SUPPLIER’S CATALOG to any website that contains content that, if used on the Website or on the Net, would violate DESADD’s agreements or policies.
  3. INFORMATION ON CUSTOMERS: DESADD may, from time to time, provide information relating to resellers who purchase products from the SUPPLIER CATALOG. It is possible to use or disclose this information only to third parties for the preservation of internal records, to send the products that users purchase from the DEALER CATALOG and to market the SUPPLIER CATALOG and the products. You may not disclose any of this information to third parties or use it for other purposes. Any errors on your part in complying with the Privacy Policy may result, in the sole discretion of DESADD, to terminate the relationship.

8 Resolution of the Account

You can delete or remove the content of the product or user content, either by yourself or through a request made to one of our employees ( ). When the content of the product or user content is deleted, it will be removed from the services. However, you understand that any Content of the Product or User Content removed may persist in backup copies (and on the DESADD website) for a reasonable period of time (but the subsequent removal will not be shared with others).

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Service costs will be based on your success. Your catalog with DESADD is free, no activation costs and no monthly fees and you can remove an item at any time.

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