Thank you for signing up as a seller with 12Shop.net Web Site ('Site'). Please review the following terms that govern your use of our Site. Please note that your use of our Site constitutes your agreement to follow and be bound by those terms (the 'Agreement') stated herein. PURPOSE The purpose of this Agreement for 12Shop.net Seller is to set forth the rights, obligations and responsibilities between the Company and the Seller using the 12Shop.net online marketplace developed and operated by the Company. We may from time to time change the terms that govern your use of 12Shop.net Services. Your continued used of the 12Shop.net Services following any such change constitutes your agreement to follow and be bound by the terms as changed. DEFINITION OF TERMS
  • "Terms of Use" or "Agreement" means the terms and conditions agreed between the Company and the Seller related to the use of the 12Shop.net Services.
  • "Company" means Xin Synergy Pte Ltd
  • "Site" or "Website" means 12Shop.net
  • "Customer" means registered user/buyer on 12Shop.net Website.
  • "12Shop.net" or "12Shop.net Website" means the e-commerce marketplace owned and operated by the Company.
  • "12Shop.net Services" means the services and the systems provided and operated by the Company to the Seller to promote and sell the Seller's merchandise through the 12Shop.net Website.
  • "Seller" means a registered user either an individual or a registered business entity or company, which is eligible to use the 12Shop.net Service.
  • "Seller Account" means the account created for the Seller to login to the Seller Dashboard to manage its online shop.
  • "Seller Store" means the Seller's online store on the 12Shop.net Website.
  • "Transaction Fee" means the amount payable by a Seller to the Company for the use of 12Shop.net Services.
MUTUAL NON-DISCLOSURE This Agreement shall govern the conditions of disclosure by the parties (the Company and the Seller) with respect to certain "Confidential Information" including but not limited to the Customer's details, technology information, merchandise, sales plans, prototypes, drawings, data, trade secrets and intellectual property legally belonging to the parties. The parties hereby agree (i) Not to use the information except for evaluating interest in entering a business relationship; (ii) Not to disclose the information to others, without the express written permission of the parties, except: (a) when either party can demonstrate by written records the information was previously known; (b) when the information now, or in the future, becomes public knowledge; (c) when lawfully obtained by either party from sources independent of the other party. (iii) Not to directly or indirectly acquire any interest in, or design, create, manufacture, sell or otherwise deal with any item or product, based upon the information, except as may be expressly agreed to in writing by the parties. 12Shop.net SERVICEs The Seller may use the 12Shop.net Seller Dashboard to post merchandise for sale on the Site. The procedures and rules governing those activities will be further detailed in this agreement. All other instructions and procedures will be posted on 12Shop.net. Responsibilities relating to transactions among Sellers and Customers as well as information provided by the same must be borne solely by the relevant parties (i.e. Sellers and Customers involved in any given transaction). BECOME A SELLER The application to become a Seller can be either an individual or an approved representative of a registered company or business intending to use the 12Shop.net Services of the Company. Seller must submit an application using their full name as of their ID. Failure to disclose a real name or wrongful use/misappropriate of information shall result in suspension and/or may be subjected to prosecution under relevant laws and regulations. The Company reserves the right to reject/suspend/terminate any application to become a Seller or and existing Seller if any of the following event occur:-
  • An applicant or existing Seller fails to disclose a real name or the Company is unable to confirm such real name through the Company's verification process
  • An applicant or existing Seller fails to disclose a business entity or company information or the Company is unable to confirm such information through the Company's verification process
  • User information and/or business entity or company information of an applicant or a Seller has similar information to those of an existing Seller
  • The applicant violates the Terms & Conditions or any of the provisions therein is deemed illegal or unfair determine at the discretion of the Company
The Seller shall provide identification information to the Company within timeframe as specify upon such request. The Seller shall not under any circumstance, make any claim against the Company for any lost and/or damages, including outstanding payment of settlement amounts incurred as the result of delay of submission of such identification information to the Company. In the event of a change in any such information, the Seller must immediately update his or her information accordingly. Any lost and/or damages caused by the failure to update such information shall be borne by the Seller, and the Company shall not be held liable for such lost and/or damages.

Seller shall be solely responsible for the management and protection of the user login ID and password, and shall under no circumstance, transfer or lend the user login ID or password to any third party. Seller shall be held solely liable for any loss or damage incurred as the result of disclosing the user login ID or password that is not due to the fault of the Company. The Seller shall immediately notify the Company if any user login ID or password has been stolen, leaked, compromised or otherwise used without proper consent. The Company shall make its best efforts to remedy the issue.
Seller Responsibilities Upon successful Seller application, the Seller can manage its online store on 12Shop.net Site. It is the Seller responsibility to set the products/merchandise pricing, shipping fee and other considerations and to maintain clear communication in the total selling price as summarized in the product page of 12Shop.net Site. Seller shall ensure maintaining accurate product/merchandise information including but not limited to product price, shipping fee, inventory, description, images and etc at all times. Seller must ensure appropriate use of product/merchandise listed for sale and shall not (i) Post duplicated product/merchandise, (ii) Use of product category appropriately. 12Shop.net Site uses US Dollar default currency; it is the Seller responsibility to ensure the correct pricing of products/merchandise posted.

Seller must not include and/or use of trade name, trademarks, and copyrighted materials belongs to other parties and the Seller shall be held fully liable if such violation occurs. Seller must comply with all applicable laws and regulations relating to the sale of product/merchandise on the 12Shop.net Site. If the Seller requires the use of trade name, trademark or logo owned by third party, the Seller must request permission from the Company explaining the use of use and prior written permission for use from the third party.

In accordance with the Digital Millennium Copyright Act, the 'Site' has adopted a policy that provides for termination of 12Shop.net Services at the 'Site' that are found to infringe on copyrights of third parties. This includes the owner's rights, reproduction of the copyrighted material or product, or to build upon the derivation of the copyrighted material or product. Under no circumstances shall the Company be liable for Seller breach of copyright law.

It is the responsibility of the Seller to not use unfair keywords in the product name, description and/or any part in the product page and/or the Seller Store page; keywords such as:- (i) The name of other Seller Store or name similar to the name of other Seller Store, (ii) That are not relevant to the product/merchandise.

The Seller agrees that will not cause the Customers directly or indirectly enter into any agreement, arrangement or engage in the course of conduct with the intent of reducing payments to which the Company otherwise would be entitled hereunder "direct transaction" or to otherwise take unfair advantage of the Company or its services or that has any such effect. Direct transaction in above paragraph, refers to actions such as but not limited to:-
  • posting links to an external e-commerce website or webpage other than 12Shop.net Site.
  • communicating to a Customer to buy at other e-commerce website other than 12Shop.net.
  • initiating direct contact with Customer in the intent of having them to purchase outside of 12Shop.net.
  • posting account number or other direct payment information on product/merchandise or Seller Store on 12Shop.net.
  • instructing Customer to pay the balance charges directly to the Seller or to the delivery service provider.
  • any other transactions that are to be completed outside of the payment methods provided by 12Shop.net Site.
The Seller is solely responsible for any tax governed by the law of the registered company or personal income tax in the Seller transaction and the Company is not liable for any default in taxes due by the Seller. All transactions on 12Shop.net Site are strictly confidential. The Seller shall not disclose any confidential information between the Seller and the Company to any third party. Such disclosure will result in the termination of this agreement and legal action taken, if required.
Order Processing Upon each successful order transaction, 12Shop.net shall confirm the order information and inform the Seller of the order information. The Seller shall carry out the delivery according to such orders, verify the details of all orders and input the delivery information of such orders within 3 working days from the date of receipt of the order. It is the Seller responsibility to entrust the delivery of the products/merchandise to a delivery company by which delivery is to be verified and/or tracked after properly packaging the product/merchandise in order to prevent any possible damages to products/merchandise incurred during the course of delivery.

In the event if a Customer requests to withdraw or cancel an order whereby the Seller has not entered the shipping information of such order, the order may be withdrawn or cancelled without any notification to the Seller, 12Shop.net shall refund the Customer of such order and no payment shall be paid to the Seller.

If the Seller fails to deliver any products/merchandise within the time period as set forth above or the Customer fails to receive such products/merchandise in due course as a result of a cause not attributable to the Customer, such as delivery of the products/merchandise to an erroneous address, the Seller shall bear all responsibilities related thereto. The Seller shall make the correct delivery without any additional charges to the Customer.

In the event when the Seller encountered difficulty in supplying any products/merchandise ordered by the Customer, the Seller shall notify the Customer and the Company thereof, and instruct the Company to refund the payment of the products/merchandise or take necessary action for such refund within 3 days from the date of such order.
Exchange And Refund Upon a Customer's request for an exchange or refund after receipt of products/merchandise, the Seller shall exchange or refund the products/merchandise pursuant to the Singapore Consumer Protection Act and other relevant laws, and any additional costs shall be borne by the party that is responsible for such exchange or refund. If any defect in the product/merchandise or safety of usage of the product/merchandise is found, the Seller shall recall (and repair, exchange, or refund) all the defective products/merchandise at its own expense. For products/merchandise where order cancellation is not allowed, the Seller must disclose this fact on the description page of such products/merchandise.

The Customer is entitled to a full refund if any of the following event occurred:-
  • The products/merchandise has not been receive by the Customer after 30 days from the date of purchase unless specifically stated and agreed between both parties at the time of the order placement.
  • The sale has been identified as a fraud
Fraud And Dispute The Company upmost priority is to maintain a safe and credible e-commerce site and does not tolerate any fraud, scam or illicit behavior. If the Seller is found to have conducted or intention to conduct business that is illegal or fraudulent, the Seller's account will immediately be disabled and any pending payment will be retained. Such activities covers but not limited to:-
  • Posting of inaccurate or misleading product/merchandise description or information
  • Posting of product/merchandise that are illegal for sale under applicable laws and regulations within each respective country the Seller is trading with.
Customer is entitled to report a dispute to 12Shop.net within 14 days after the completion of the sale. Once a dispute is reported, the Company will contact the Seller to understand the dispute and to resolve it. The Seller is to provide all necessary documentation as evidence within 3 working days. Any payment for the sale will be on hold with the Company pending resolution of the dispute. The Company aims to settle a dispute within 5 working days, should a dispute remains unresolved it may be escalated to PayPal Resolution Center and the Company will, if required, assist with providing details of the issue to PayPal. If the Seller fails to provide the requested documentation within the stipulated timeline or provides inaccurate delivery information on 12Shop.net, the Seller will be held responsible for any damages and other losses incurred by the Company.
Service Fee & Payment 12Shop.net Site integrates with PayPal secure payment gateway. The Seller agrees to abide with the legal agreements as required by PayPal and adhere to all it's policies and requirements stipulated. Please refer to PayPal website, www.paypal.com for their Terms & Conditions.

The Transaction Fee will be calculated on the total amount payable by a Customer on a Seller order as per the Transaction Fee agreed between the Company and the Seller. Payment will be processed on orders with confirmed delivery documented. Accounts shall be closed and processed each calendar month-end and payment shall be send by 15th of the following calendar month. A minimum sum of $50 is required per monthly payout otherwise the balance shall be placed on hold till the next calendar month payout date. Payment shall be sent to the Sellers PayPal or bank account provided by the Seller during registration. Seller must ensure the information provided are accurate at all time and the Company shall not be held responsible if these information the Seller provided is incorrect. Please take note that transfers to bank accounts are subjected to normal banking settlement duration and fees (if any), and payment to Seller PayPal are subjected to PayPal transfer fee (if any).

The Company reserves the right to hold the payment of sale amount if any of the following event occurred:-
  • In the event a Customer makes payment by credit card, the Company may reserve the transfer of a sale amount in order to determine whether the sale constitutes a false transaction due to illegal use of a credit card. In such a case, the Company may request the Seller to provide any documents to confirm the relevant transaction and pay the sales amount after confirmation of the validity of the transaction.
  • In the event a Seller is found to be selling of products/merchandise that are not proper for sale or there is concern that there will arise a request for an exchange or refund due to numerous Customer claims, the Company may reserve settlement until the issue is resolved.
  • In the event similar types of claim from Customer continuously occur, the settlement of a sale amount may be reserved for a certain period against the Customer claim.
  • In the event reservation of payment of a sales amount is requested by a third party who is eligible, the Company may reserve the transfer of the sales amount until the request for reservation is released, or pay the sales amount to an appropriate creditor.
Prohibited Products/Merchandise Products/Merchandise in the following categories are strictly prohibited and all responsibility resulting from selling such products/merchandise shall be borne by the Seller who registers such products/merchandise for sale. Prohibited products/merchandise includes:-
  • Products/Merchandise which infringe a third party's rights such as intellectual property, trademark, and etc.
  • Counterfeit or imitation products/merchandise that bares the trademark or logos of a third party.
  • Products/Merchandise containing obscenities for which distribution is prohibited by relevant laws and regulations.
  • Electric and/or electronic products/merchandise which have failed to pass inspection/examination.
  • Video, music, games and other products/merchandise which have not been screened or are illegally copied.
  • Stolen goods or lost property.
  • Liquor, cigarettes, contact lenses, war supplies, and other products/merchandise for which mail order is prohibited under the relevant laws and regulations.
  • Products/merchandise in conflict with relevant laws and regulations or illegal.
In the event if any prohibited products/merchandise are found, the Company may suspend the sale of such products/merchandise. If such products/merchandise are already sold, the Company may cancel the transactions and the Transaction Fee paid by the Seller of such products/merchandise shall not be refunded. The Company may terminate or suspend the Seller's access to 12Shop.net Site. If deemed necessary, the Company may report such cases to the relevant authorities.
Warranty Disclaimer THE SITE AND ALL CONTENTS OF THE SITE ARE PROVIDED ON AN 'AS IS' BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE, BY YOUR USE OF THE SITE / SERVICE, THAT YOUR USE OF THE SITE / SERVICE IS AT YOUR SOLE RISK, THAT YOU ASSUME FULL RESPONSIBILITY FOR ALL COSTS ASSOCIATED WITH ALL NECESSARY SERVICING OR REPAIRS OF ANY EQUIPMENT YOU USE IN CONNECTION WITH YOUR USE OF OUR SITE / SERVICE, AND THAT THE OWNER AND/OR THE SITE SHALL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND RELATED TO YOUR USE OF THIS SITE / SERVICE. Indemnification You agree to defend, indemnify and hold the Company and/or the Site harmless from and against any and all claims, damages, costs and expenses, including attorneys' fees, arising from or related to your use of the Site and/or Service. Termination This agreement may be terminated by either party upon 30 days written notice to the other party. Notwithstanding the forgoing, in the event of default, the Company may terminate this agreement without notice and may immediately remove all 12Shop.net Services. Seller remains obligated to pay all unpaid fees and costs accrued through and including the final Service fee payment. Default occurs when Seller fails to fulfill or abide by any of the obligations or terms under this agreement, including non-payment of fees and costs. Upon termination of this agreement, Seller shall voluntarily surrender all materials related to this agreement to the Company and must promptly destroy all materials, downloaded or otherwise, obtained from 12Shop.net Site, as well as all copies of such materials, whether made under the terms of this Agreement or otherwise.
 

Revision 1.1, updated 11 Mar 2014

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