Mobi-Hub provides an intermediation service by allowing the Sellers to offer their Products for sale and the Purchasers to buy them and is in no way party to the sales contract concluded between the Seller and the Purchaser. Products sold through the Platform are sold directly and exclusively by the Seller to Purchasers.
1. SCOPE OF APPLICATION
These terms and conditions of use of the Mobi-Hub Platform by the Sellers (hereinafter referred to as the "General Terms and Conditions for Sellers" or the “GCS”) have been created to govern the contractual relationships applicable between Mobi-Hub and any Seller as well as the conditions of use of the Platform by the Sellers for the marketing of their Products.
The Seller is expected, prior to their registration and any use of the Mobi-Hub platform, to fully follow any and all of these General Terms and Conditions for Sellers (GCS), the Mobi-Hub Charter (hereinafter referred to as the "Charter") and the terms and conditions of use intended for the Purchasers (which will be referred to as the "General Terms and Conditions for Purchasers" or the “GCP”) and all the documents referred to therein. As a user of the Platform, the Seller acknowledges that the Charter and the General Terms and Conditions for Purchasers are fully applicable to them and enforceable, subject to the stipulations in these General Terms and Conditions for Sellers that prevail in case of contradiction.
Each Seller agrees to comply with all the rules and regulations of the GCS, the Charter, the GCP and the legal and/or regulatory provisions in effect during the entire period of use of the Platform. The aforementioned parties recognize that the proper implementation of the General Terms and Conditions for Sellers is incumbent on a reciprocal partnership in good faith. Consequently, each of the Parties undertakes under all circumstances to cooperate as efficiently as possible with the other Party and especially for any difficulty involving the implementation or application of the General Terms and Conditions. If the General Terms and Conditions are not met due to understandable or unforeseeable events by any Parties, then all Parties involved must make their best efforts to seek, in good faith, solutions to the issue(s) that are in line with the best interests of all Parties.
Each Seller is therefore invited to carefully read the GCS, the Charter and GCP prior to its registration and after each notification sent by email to the Seller account by Mobi-Hub no later than thirty (30) days before the entry into force of any changes made by Mobi-Hub to these GCS, the Charter and GCP or any service of the Platform. In case of refusal by the Seller of the changes notified by Mobi-Hub, it will be provided for below.
2. REGISTRATION, CREATION AND USE OF A SELLER ACCOUNT ON THE PLATFORM
2.1 Registration and creation of a Seller Account
The Seller shall first register to open an account on one of the Websites. The Seller may access the Platform via the different Websites with the same account.
Using their unique account, the Seller can create virtual shop(s) on each of the Websites. Associated with each of the virtual shops, Sellers will be provided with a “Profile” which will contain an email address, a username (or pseudonym) and a password. The Seller may wish to use a different username (or pseudonym) for each virtual shop on each Website. The Seller is prohibited from using a pseudonym infringing the rights of third parties or a pseudonym to identify another merchant website other than the Website. In case of non-compliance with this prohibition, Mobi-Hub reserves the right to delete the account of the Seller, without delay, under the conditions provided for in article 5.2.
In order to create a "Seller" account, the individual or the legal representative of the legal entity shall obtain and complete the Mobi-Hub registration form in an accurate and comprehensive manner, providing the necessary supporting documents that will be submitted at the discretion of Mobi-Hub before authorisation of the registration. The Seller undertakes to send, at the first request of Mobi-Hub and at any time, any supporting documents such as:
- The latest audited accounts of the Seller;
- A bank statement in the name of the Seller;
- A copy of the Kbis (certificate of incorporation) from the legal Seller less than three months old;
- A copy of the declaration of beneficial owners as filed in the Trade and Companies Register;
- A copy of the ID of the individual Seller and the individual legal representative of the legal Seller.
The Seller must confirm the accuracy of all the information provided when registering on the platform and alert Mobi-Hub to any changes made to this information during use of the platform. On first request by Mobi-Hub, the Seller will be fully responsible for any consequences that may result from the provision of false, invalid or incorrect information to Mobi-Hub and/or another user of the Platform. If false information has been provided during the registration or if a Seller fails to notify a change in that information, Mobi-Hub may proceed to the termination of the GCS and the closure of the account of the Seller under the conditions of Article 5.2 hereafter.
In any event, Mobi-Hub shall be free to validate, or refuse any application for registration in the case of missing information or if it can reasonably believe that such a request does not meet the criteria of the Platform defined herein, in the Charter, the TOS and any other contractual document accepted by the Seller.
In the event of validation of the registration, a confirmation of activation of the Seller account will be sent via the email address provided during registration.
2.2. Use of the Seller Account
Each Seller can only have one registered Seller account, whether under its own identity or under that of a third party, the only time a Seller can have more than one registered account, either their own or under a third party, is if they get the explicit written consent from the appropriate individual(s) from Mobi-Hub. In general, the Seller is prohibited from any unauthorised use of the Platform and its referencing tools or in breach of the GCS, GCP or the Charter, and all use for the purposes of fraud with the applicable laws and regulations, including any legislation or tax regulations and all laws enacting restrictions on trade and/or relating to the import and/or export of products. Mobi-Hub will be entitled to terminate, without delay, any account in breach of the above stipulations.
Any Seller whose account has been closed by Mobi-Hub due to a violation of these GCS or more generally the operating rules of the Platform shall request authorisation from Mobi-Hub to register a new one on the Platform. Mobi-Hub reserves the right to refuse this new registration. The Seller will be able to publish its offers of Products on the Website only after the validation of its registration by Mobi-Hub.
The name and password of the Seller which will be provided upon registering, are strictly personal and Mobi-Hub shall ensure confidentiality. The Seller is solely authorised to use the Platform through its account and agrees not to allow any other person access under its identity or its Seller name. The use of the account of a Seller via its username associated with its password presumes access and use of the Platform by said Seller. In case the Seller is aware of access by a third party to its account, it undertakes to inform Mobi-Hub without delay by any means necessary.
Each Seller is required to take all necessary measures to ensure the confidentiality of its password, restrictions on access to its computer and other equipment. Each Seller agrees to be responsible for all activities that have been conducted from its account.
3. SALE OF PRODUCTS
3.1. Nature of Products
The Seller undertakes to sell on the Platform only Products authorised by the concerned Website and to the exclusion of any "Prohibited Product".
The following are considered prohibited products:
- products which marketing or sale is in violation of any applicable national or international laws, treaties, directives or regulations, including (i) fraudulent nature (in particular theft, concealment or illegal importation), or (ii) due to an infringement of the rights of a third party, including an infringement of intellectual property rights, or a violation of selective or exclusive distribution networks;
- products which do not comply with the applicable health and safety regulations applicable to certain products (e.g., toys, electrical appliances, cosmetics and personal hygiene products, childcare articles, textile articles or articles made of leather or imitations of leather); - live animals; - medicines, drugs or articles that may incite the use of narcotics and/or; - products which may constitute in themselves and/or through their presentation an infringement in the instance of the defamatory, discriminatory, pornographic, hateful, vulgar, obscene, harmful or otherwise objectionable nature of the product or its presentation.
Each Seller guarantees and declares that it holds all the rights and authorisations necessary to sell any Product offered for sale by them on the Platform and indemnifies Mobi-Hub against any claim by a Purchaser, another Seller or a third party (in this respect including any Purchaser, competitor or authority) regarding the nature of the Product, the content of an offer to sell a Product and/or the execution of the sale.
3.2. Posting Products Online
The Seller undertakes to follow and respect GCS of the Platform when posting and selling the Products online and will be solely responsible for:
(i) the creation of the Product catalogue that they propose for sale on the Platform; (ii) the choice of Products offered for sale on the Platform; (iii) the creation of the Product listing, the posting of the Products online and the management of the online posting; (iv) confirmation to the Purchaser of the availability of the Products ordered; (v) tracking shipments to the Purchaser; (vi) after-sales service.
As part of the online intermediation service provided by Mobi-Hub, the Seller agrees to entrust Mobi-Hub with a mandate to make editorial changes to photographs of the Product, with the purpose of standardising all the presentations of the Products distributed on the Platform. In this context, Mobi-Hub is also mandated by the Seller to publish the product listing on the Platform and perform all related manipulations.
Each Seller agrees to draft the offers of the Products in the most comprehensive and clear manner possible and shall indicate the characteristics and full and exact qualities of each Product offered for sale on the Platform, the availability of the Product, the price of the Product (in pounds and all taxes included), the shipping costs, delivery times, conditions of use and security and any other conditions and essential information of the sale and/or due to the Purchasers in accordance with the legal and regulatory provisions. They undertake to make potential Purchasers aware of all these conditions and information necessary in the offer of sale of each Product so that the description of the Product is accurate, and the Purchaser can purchase the Product in an informed manner.
Any offer of a non-conforming Product may be withdrawn permanently from the Seller's account or suspended by Mobi-Hub.
Each Seller is solely responsible for all Products offered for sale on the Platform, as well as compliance with all laws and regulations applicable to the manufacturing, distribution and sale of such Products, and will be solely responsible towards any third party but also Mobi-Hub, in case of damage caused by its Products or more generally all the consequences related to the offer and the sale of its Products. Mobi-Hub can in no way be held responsible for the sale of a Product by the Seller that does not comply with Article 3.1 above.
3.3. Trial Period
The Seller acknowledges that, until it has shipped its first 200 orders (and at least 40 days after its first sale of the Product), it is subject to a trial period during which Mobi-Hub will ensure the Seller's full compliance with its obligations hereunder. This trial period may be applied, at the discretion of Mobi-Hub and independently for each of the Websites.
During this period, the Seller may not accept more than 5 orders of Products per day unless expressly agreed in writing by Mobi-Hub.
In the event that, during this trial period, the Seller fails to comply with its contractual obligations, including the quality and after-sales service requirements described herein, in the Charter, the GCP or in any contractual document (notably the infringement of the breakdown rate, the response rate within twenty-four (24) hours to confirm the availability of a product, the response rate within twenty-four (24) hours to respond to a complaint, the cancellation rate, or delay in deliveries, etc.), Mobi-Hub may immediately close the Seller's account or limit the Seller's access conditions to the services of the Platform until it complies with its contractual obligations to the conditions set out in Article 5.2 below.
3.4. Obligations of the Seller towards the Purchaser
Within the framework of its relationships with the Purchaser(s), the Seller makes a commitment:
(i) to process each Purchaser's order as soon as possible and within a maximum of twenty-
four (24) hours following its validation by the Purchaser; (ii) to respect the preparation and delivery deadlines announced in the Product Offer and
announced to the Purchaser; (iii) to apply the conditions to the Purchasers corresponding with the legal and regulatory requirements, the GCS, the GCP, the Charter and all the rules relating to the use of the Platform and the Websites; (iv) to inform the Purchaser of the terms and conditions of sale; (v) not to commit an act or omission that could mislead the Purchaser, so that the Purchaser
buys a Product that it would not normally have purchased; (vi) to respect the terms of delivery chosen by the Purchaser; (vii) to provide the Purchaser with a withdrawal period under the conditions described in the GCS, the Charter, GCP and any other rights that the Purchaser may have (if applicable) under the laws or regulations in force; (viii) to inform the Purchaser of his right of withdrawal and to communicate a clear and exhaustive return procedure in compliance with the requirements of Mobi-Hub in case of exercise by the Purchaser of his right of withdrawal; (ix) to ensure that any Product offered for sale on the Website fits the description given by it when the Product is placed online, that it is of satisfactory quality and is suitable for the use indicated by the Seller in the description or for any use for which this Product is ordinarily intended and, unless otherwise stated, be free from defects in material, design or manufacturing, and accordingly to guarantee the Purchaser under the legal warranty of conformity and that relating to hidden defects; (x) to provide the legal guarantee and the contractual guarantee specifically applicable for
each Product (hereinafter referred to as the "Contractual Guarantee"); (xi) to bear the cost of returning the Product to the Seller if necessary (error, legal warranty, Product defect, etc.) and to provide after-sales service, it being specified that Mobi-Hub reserves the right to send the Seller a prepaid return label to the Purchaser at the Seller’s expense as well as to proceed in accordance with Article 4.4 below in case of a claim made by a Purchaser; (xii) to safeguard the confidentiality of the information concerning the Purchaser(s) and to not
disclose it to third parties;
(xiii) not to use the personal information of the Purchaser for any purpose other than the execution of the order or the processing of a claim and to respect the stipulations of article 8; (xiv) to adopt a courteous and respectful communication with the Purchaser; (xv) to provide the entire after-sale service and to perform all exchanges with the Purchaser relating to a Product, an order or a complaint on the Platform via its Seller account and never contact the Purchaser by any other means of communication (telephone, email, post, etc.) except to reproduce a faithful and systematic record of the exchanges on its account so that Mobi-Hub can follow the processing of orders and complaints of the Purchasers and ensure the respect of its own commitments to Purchasers; (xvi) to answer any question from a Purchaser as soon as possible and no later than 24 hours
after receipt of the question or complaint; (xvii) to carry out all exchanges with the Purchaser in the language of the Website where the
order was placed; (xviii) not to offer for sale on the Platform, Products that they do not have in stock; (xix) To comply with all obligations incumbent upon it by national or international laws or regulations in force such as, notably, the obligation of pre-contractual and post-contractual information, the legal obligations of conformity and latent defects, the rules relative to the terms and conditions of the marketing in Europe of electronic products, the right of withdrawal of the Purchaser, the rules relating to prohibited commercial practices or national or international rules from the regulation on the protection of personal data.
3.5. Contents published on the Platform by the Seller
Each Seller undertakes to use the Platform and to provide Content on the Website(s) in compliance with these General Terms and Conditions for Sellers and the applicable laws and/or regulations.
The term "Content" means any content provided by a Seller on one or more Websites, including, without limitation, any Product, any data, information, text, any item listed, description, comment, name, pseudonym, sign, photograph, image, sound, video, logo and any other element provided by the Seller on the Platform, including when registering, in an offer or in exchanges with a Purchaser.
Each Seller is solely responsible for the Content it publishes and uploads on the Platform.
Each Seller is prohibited from providing Content and more generally from making any declaration, act or actions:
(i) infringing copyrights, patents, trademarks, designs, trade secrets, the right of disclosure or
privacy of third parties and the rights of Mobi-Hub.; (ii) defamatory, abusive, denigrating or slanderous, discriminatory or inciting racial, religious
or ethnic violence or hatred; (iii) obscene or paedophile; (iv) publishing false, erroneous or misleading Content; (v) susceptible to be described as embezzlement, fraud, breach of trust or fall under any
other criminal offence; (vi) obtaining the transfer of amounts of money without, in return, the delivery of a Product of
a value equivalent to the sums requested; (vii) damaging any computer system or clandestinely intercepting any data or nominative
information; (viii) disrupting the smooth operation of the Platform or the activities that take place there; (ix) creating an account without authorisation from Mobi-Hub.; (x) harming the reputation or image of the Platform, the Websites and Mobi-Hub.;
(xi) incurring the liability of Mobi-Hub. or resulting in the loss of the benefit of all or part of the services of Mobi-Hub. service providers and in particular of its Internet service providers, payment service providers and storage providers; (xii) constituting acts of unfair or parasitic competition with respect to Mobi-Hub, any other
third party; (xiii) violating any applicable national or international law, treaty, directive or regulation, and/or any contractual obligation.
Mobi-Hub intervenes as a simple intermediary, its responsibility cannot be engaged because of the Content made available on one of the Websites by the Sellers, unless Mobi-Hub did not make them quickly inaccessible after their illegality has been notified, if applicable.
In the event that a Seller finds Content that is illegal or in breach of the rules applicable to the Platform, he undertakes to immediately inform by email Mobi-Hub at the following address: firstname.lastname@example.org
Mobi-Hub reserves the right to withdraw the Seller's Product(s) or Content upon receipt of a written notice of potentially counterfeit, illegal or otherwise harmful character to a third party of said Product or Content. In any case, the Seller agrees to address a response to any third party claiming a violation of his rights within five (5) working days and to resolve any dispute arising on this occasion as soon as possible and no later than fifteen (15) days following the date of communication of the complaint by Mobi-Hub or fifteen (15) days from the complaint when it is addressed directly to the Seller.
3.6 Products and Service levels
With the aim of preserving the reputation of Mobi-Hub and of protecting the interests of Purchasers, the Seller undertakes to comply with a satisfying quality level in accordance with the legitimate requirements of its Purchasers. Within this framework, Mobi-Hub undertakes to assist the Seller by regularly informing the latter about the evolution of its level of quality of service.
By virtue of this, on the assumption that Mobi-Hub ascertains an unsatisfactory quality level, the Seller will receive an email warning it with possibly a proposal of an action plan to rectify its quality level. If this action plan is not compiled within the time allowed and/or if the quality level has not been improved within a time period of thirty (30) days as from the sending of the aforementioned email, Mobi-Hub reserves the right to restrict the number of sales by the Seller on the Platform. If appropriate, a second action plan could be proposed by Mobi-Hub by email to the Seller.
The failure of the second action plan represents a breach of contract entitling Mobi-Hub to terminate the Seller's account by simple notification sent to the Seller by email. If needs be, the termination will take effect without any legal formality, within a time limit of fifteen (15) days as from the sending date of the email.
4. TERMS OF PAYMENT/FINANCIAL CONDITIONS
4.1. Virtual Wallet Payment
The "Virtual Wallet" means the virtual account of the Seller on which Mobi-Hub credits the payments received from the Purchasers and cashed by Mobi-Hub on behalf of the Seller in connection with the sale of a Product before returning it to the Seller after deductions have been made (i) of all fees and expenses, including taxes, due to Mobi-Hub in accordance herewith, as well as payments relating to the warranty and insurance options offered by Mobi-Hub and subscribed by the Purchaser (the "Amount owed to the Seller").
The Seller acknowledges that money collected and held by Mobi-Hub does not bear interest.
After any order for a Seller's Product placed by the Purchaser on the Platform in accordance with the GCP, the Seller will firstly confirm directly to the Purchaser the availability of the Product within 24 business hours from the moment the order was placed, the Seller will secondly send the Purchaser an invoice in accordance with the legal provisions and mentioning the price of the Product and the delivery costs.
The sale of the Products is therefore concluded between the Purchaser and the Seller on the condition that the Products are available, the Seller confirms availability within the aforementioned period and the correct funds have been transferred.
In case of cancellation of the order before shipment, for unavailability of the Product, or lack of confirmation by the Seller within the aforementioned period, the amount due to the Seller is not credited on his Virtual Wallet and the order will be automatically cancelled and refunded to the Purchaser by Mobi-Hub. In these cases, Mobi-Hub reserves the right to charge the Seller a transaction fee equal to two percent (2%) of the amount excluding taxes of the cancelled order, including postage, notwithstanding the right of Mobi-Hub to obtain compensation for any damage greater than this amount in relation to the cancelled order.
4.2. Invoicing of Commissions
Mobi-Hub will invoice the Seller for a commission on each Product order confirmed by the Seller. This commission is equal to ten percent (9%) of the amount of the order inclusive of all taxes (shipping costs including VAT).
For instance, any order to the value of 100.00 pounds incl. VAT to which is added 10.00 pounds carriage incl.VAT made by the Seller on the Platform, Mobi-Hub will receive a commission of eleven (11) pounds excluding taxes.
The commission due to Mobi-Hub. is acquired as soon as the Purchaser has paid the amount of their order whatever the means of payment used, subject to the following cases in which no commission will be due to the Seller:
- cancellation of the order before shipment for unavailability of the Product or failure to confirm by the Seller under the conditions defined in article 4.1, in which case Mobi-Hub will apply the 2% transaction fee referred to in said article;
In all other cases where the order is cancelled, the commission remains with Mobi-Hub, except in case of cancellation resulting from a proven fault of Mobi-Hub.
For each period ending on the 5th, the 15th and the 25th of each month, Mobi-Hub sends the Seller an invoice showing all the commissions paid or due for each period, in the case of payment by PayPal, a separate invoice will also be sent on the same dates.
4.3. Transfer of credit balance of the Virtual Wallet
If the Seller expressly consents to the compensation of the amounts owed by the Seller to Mobi-Hub, whether under the present GCS or under any other commercial relationship that the parties could maintain elsewhere, with all the claims that Mobi-Hub owes to the Seller and/or with any other amounts that Mobi-Hub holds in the name and on behalf of the Seller, in whatever capacity, takes place by right and in respect for legal requirements.
Compensation will automatically be made between the amounts owed by the Seller to Mobi-Hub and those owed by Mobi-Hub to the Seller.
As such, all amounts due by the Seller will be paid by offsetting the amounts credited to its Virtual Wallet at the time it confirms the order.
The Seller is given notice that any debit balance of the Virtual Wallet would represent a breach of contract likely to incur its liability. As a consequence, the Seller undertakes to maintain a credit balance on the Virtual Wallet throughout the use of the platform. In the event of a breach of this obligation Mobi-Hub could, at their own discretion, without further formality and without any form of compensation, immediately by simple notification via the Platform and/or by email deactivate the Seller's offers and/or the management of the after-sales service on the Platform.
In order to prevent any risk of a Virtual Wallet debit balance due to refunds carried out with Purchasers on behalf of the Seller through application of the right of withdrawal of the legal warranty and/or of the contractual warranty specifically applicable for all Products, Mobi-Hub reserves the right to apply a security deposit, defined as follows (hereinafter "Security Deposit").
The amount of the Security Deposit will be calculated depending on the assessment of financial risks made by Mobi-Hub taking especially into account the following criteria : changes in the volume of sales and the refund rate of Products. Mobi-Hub reserves the right to re-assess the amount of the Security Deposit at the time of each Payment Period (as defined hereinafter) after an analysis of updated Seller data. The Seller recognizes that the Security Deposit amount will not be available and cannot therefore be fully paid out until its refund subject to the terms and conditions set out below.
The Security Deposit minus the expenses incurred by Mobi-Hub on behalf of the Seller will be refunded to the Seller at the latest six months after the closure of the Seller's account unless Mobi-Hub's financial risks remain established on expiry of this time period of six (6) months (and especially in the case of the granting by the Seller of warranties to Purchasers in excess of six (6) months). According to the latter hypothesis, the refunding of the Security Deposit under the terms and conditions set out above will be carried out on expiry of the last warranty borne by the Seller within the framework of sales carried out on the Platform.
In the instance that the amounts credited on the Virtual Wallet are less than the amounts due by the latter to Mobi-Hub, the Seller will be required to pay the balance due by credit card, transfer or direct debit within ten (10) calendar days as from the date of issue of the invoice. Any delay in payment entails, after sending a notification to the Seller, the payment of (i) a lump sum indemnity of forty (40) Pounds Sterling, notwithstanding the right to Mobi-Hub to ask for additional compensation if the recovery costs are greater than the amount of the fixed compensation and (ii) late penalties calculated on the basis of the refinancing rate of the European Central Bank in force on the settlement date shown on the invoice plus ten percent (9%).
In the event that the amounts credited to the Virtual Wallet are greater than the amounts owed by the latter to Mobi-Hub, Mobi-Hub will transfer the balance due to the Seller to the bank account of the latter on the date indicated below, provided that the corresponding orders have been fully honoured, they have been confirmed by the Seller no later than ten (10) days earlier and they have not been subject to any claim made by the Purchaser, (iv) they were not subject to a warranty by virtue of the present General Terms and Conditions for Sellers.
The Seller acknowledges that, in accordance with the Charter, Mobi-Hub may intervene in the place of the Seller in the event of a claim by a Purchaser relating to a Product, the failure of the Seller to comply with time limits defined by the Charter, in particular the time limit of five (5) days for the repair or exchange of a non-compliant Product as from the date of reception of the said Product, it being stipulated that this time limit is reduced to three (3) working days in the event of a second return by the Purchaser of the Product in respect of an identical failure.
In the event of a claim by a Purchaser in relation to a Product sold by a Seller or in the event of termination by Mobi-Hub for breach by the Seller pursuant to Article 5.2 below, Mobi-Hub reserves the right to retain, as a guarantee, the amount claimed by said Purchaser and any amounts incurred by Mobi-Hub in connection with this claim, which cannot exceed the outstanding amount available on the Virtual Wallet (hereinafter referred to as the "Guarantee"). The amount of the Guarantee shall be reduced by any amount reimbursed by the Seller to Mobi-Hub or the Purchaser subject to the receipt of the documentary evidence of reimbursement. The Warranty will be valid if necessary beyond the expiry of the General Terms and Conditions for Sellers for a time period of six (6) months as from the date of the closure of the Seller's account unless Mobi-Hub's financial risks remain established on expiry of this time period of six (6) months (and especially in the case of the granting by the Seller of warranties to Purchasers in excess of six (6) months). According the latter hypothesis, the refunding of the Security Deposit under the terms and conditions set out above will be carried out on expiry of the last warranty borne by the Seller within the framework of sales carried out on the Platform.
In addition, a deposit may be required to the Seller, at any time and in particular, but not limited to, upon its registration on the Platform. As such, Mobi-Hub is entitled to retain, as a deposit, an amount of 9% of the orders (VAT excluded) performed on the Platform by the Seller (shipping costs excluded) by Payment Period, it being specified that such amount is capped at 833,33 pounds by Payment Period and the aggregate amount of the deposit retained by Mobi-Hub will not exceed 5 000 pounds.
5. TERMINATION/CLOSURE OF THE SELLERS ACCOUNT
5.1. Termination on the Seller's initiative
The Seller may close their account on the Platform at any time without reason by sending his notification of termination to Mobi-Hub at the following email address: email@example.com
Termination shall take effect at the end of the month following the month in which the notice of termination of the Seller has been made, except in the unlikely event of the Seller's refusal of the changes notified by Mobi-Hub pursuant to Article 1, in which case the termination may take effect upon the entry into force of the said amendments.
5.2. Termination by the initiative of Mobi-Hub
Mobi-Hub reserves the right to close the Seller's account at any time and without cause. The termination will take effect at the end of the month following the month in which the notice of termination of the Seller has been made, by email to the address that the Seller has entered in its account.
Having not followed any of the rules and regulations drawn up herein, Mobi-Hub may terminate the Seller's account, by operation of the law in the event of breach of contract or not performing to the contracted standards, of any of the obligations provided for in the Preamble and/or Articles 1 to 12 of the GCS , in the preamble and/or in Articles 1 to 3 of the Charter, and in the preamble and/or in Articles 1 to 14 of the GCP and more generally any other rules relating to the use and operation of the Platform which the Seller has expressly adhered to. The termination will occur by simple notification sent to the Seller by registered letter with acknowledgment of receipt, after the expiry of a period of fifteen (15) days from the sending by Mobi-Hub of a formal notice remained unsuccessful addressed by registered letter with acknowledgment of receipt.
Prior to termination, Mobi-Hub may decide, at its discretion and in accordance with the notification procedure described above:
i. the immediate, definitive withdrawal of the Seller's current disputed offers; ii. the temporary suspension to the Seller to add online new offers of Products via the Mobi-Hub platform; iii. the total or partial suspension, immediate or temporary, of the Seller Account; and or iv. the implementation of the Guarantee under the conditions of article 4.4 above.
Failure to reach an agreement within a reasonable timescale after the implementation of one or other of the measures provided for in i) to iv) above, Mobi-Hub may terminate the Seller account with full right, to take effect within fifteen (15) days of the notification of the measure concerned.
However, Mobi-Hub reserves the right, at its discretion, to terminate the Seller account or to implement any of the measures provided for in i) to iv) above, effective immediately upon receipt of a registered letter with acknowledgment of receipt:
- in the event of serious or repeated misconduct (such as an abnormal increase in the claims of the Purchasers, improper or inappropriate behaviour towards the Purchasers, the non- compliance of the time limits incumbent on the Seller by the Charter on more than three (3) occasions or the use or attempted fraudulent or unauthorised use of the referencing tools of the Platform in particular with the aim of obtaining a better referencing to the detriment of other users of the Platform), without prejudice to the damages which could be requested by Mobi-Hub because of this serious or repeated failure; - in the event of non-performance by the Seller of its contractual obligations during the trial period described in article 3.3 above and after the sending of a formal notice remained unsuccessful for a period of seven (7) days from receipt of the registered letter with acknowledgment of receipt; - if the Seller uses a pseudonym infringing the rights of third parties or a pseudonym to identify
another commercial website other than the Website; and or - if the Seller uses multiple accounts on the Platform, whether under its own identity or under
that of a third party,
5.3. Consequences of termination
In the event of termination by the Seller or by Mobi-Hub and for any reason whatsoever, the Seller remains bound to execute all orders for Products in process at the time of termination (unless Mobi-Hub prohibits them from continuing such orders in the case of a serious failure of the Seller), to ensure perfectly, in relation to Mobi-Hub and any third party, including Purchasers, the obligations that are theirs (legal and contractual) under the sale of the Products and to ensure proper management of any claims. Mobi-Hub reserves the right to retain as collateral the Wallet sums available at the date of the notification of termination for the management of possible claims for a period of 6 months as from the date of termination. The sum will be refunded at the end of the warranty period reduced by expenses incurred by Mobi-Hub on behalf of the Seller unless Mobi-Hub's financial risks remain established on expiry of this time period of six months (and especially in the case of the granting by the Seller of guarantees to Purchasers in excess of six (6) months). According to the latter hypothesis, the refunding of the Security Deposit under the terms and conditions set out above will be carried out on expiry of the last warranty borne by the Seller within the framework of sales carried out on the Platform.
Notwithstanding the obligations stipulated in the preceding paragraph, the termination, by the Seller or by Mobi-Hub and for any reason whatsoever, entails the loss of Seller status and the following consequences from the effective date of termination:
(i) The Seller will no longer be able to publish new Product offers and its offers will no longer
be visible on the Platform by other users; (ii) The Seller shall be required to provide after-sales service and to handle any claims in connection with its Products during the entire period of legal warranty and Contractual Warranty from the last sale on the Platform, notwithstanding the right to Mobi-Hub to intervene with the Purchaser in place of the latter in accordance with Article 4.4 above; (iii) The Seller will no longer have access to its account via the Website after the processing of all orders and / or claims still outstanding at the date of termination and at the maximum after the expiry of the period of six (6) months referred to above, it being specified that the maintenance of the access to the Seller account during this period cannot authorise the Seller to proceed to new sales but only to ensure the after-sales service and the management of the claims. Mobi-Hub reserves the right to communicate the details of the Seller to any Purchaser who requests it after the termination of registration during the six (6) month period referred to above; (iv) Mobi-Hub will be entitled to put into place the guarantee(s) provided for in article 4.4
above; and (v) In case of intervention of Mobi-Hub with a Purchaser in place of the Seller in accordance with article 4.4 above, the latter will be required to reimburse Mobi-Hub all amounts incurred in the context of a claim of a Purchaser with a Seller's Product during the period of legal warranty and Contractual Warranty. The refund request will be sent by Mobi-Hub in the summary invoice communicated at the end of the contractual relationship.
6. PURCHASERS COMPLAINTS
The Seller undertakes to respond to Purchasers' claims in compliance with the provisions of the General Terms and Conditions for Sellers, of the Charter, of contractual commitments between the Seller and the Purchaser and of current legal provisions. By virtue of this, the Seller undertakes to comply especially but not only with the warranty for hidden defects prescribed in article 1641 of the Civil code, the legal warranty of compliance prescribed in articles L. 217-1 and subsequent (articles) of the Consumption Code. The Seller undertakes to offer professional Purchasers the right of withdrawal and warranties equivalent to those offered to consumers within the meaning of the consumption code by virtue of the law and of the present General Terms and Conditions of the Seller.
Any complaints made by the Purchaser regarding an order or a Product will be sent directly to the Seller on his account through the Website. The Purchaser and the Seller will each be able to follow the complaint procedure from their respective account and will have a system of alerts in their order tracking.
The Seller agrees to:
- process a Purchaser's complaint as soon as possible and within a maximum of twenty-four
(24) hours after receipt of the question or complaint;
- communicate as part of the complaint only through its Seller account,
- to process claims in compliance with the terms and conditions of the Charter (and especially but not only, to carry out the refund in the event of withdrawal within a time limit of two (2) working days as from the date of reception of the Product involved)
The Seller will act with all due diligence necessary to enable the good resolution of the complaint and will be solely responsible for the processing of the complaint and the after-sales service of the Products that it sells on the Platform.
Mobi-Hub reserves the right to intervene in arbitration or in place of the Seller if the Seller does not provide a response or does not provide a satisfactory solution to a request or claim by the Purchaser, in accordance with Article 4.4 above.
The Seller agrees to respect the solution that has been provided by Mobi-Hub having failed to process the claim as soon as possible and at the latest within twenty-four (24) hours of receipt of the question or complaint.
Accordingly, notwithstanding the provisions of Article 4.4 above, the Seller expressly acknowledges and accepts that in the event of breach of any of its obligations, such as, without limitation, lack of delivery of Products, delay in delivery, delivery of non-compliant Products, lack of response or unsatisfactory response, failure to process Purchasers complaints within a period of time set out in the Charter and in the GCS, or any conduct that could lead to prejudice to the Purchaser or Mobi-Hub, the latter reserves the right, without dispute by the Seller, and as the case may be:
- to refund the amount of the order to the Purchaser; - to return to the Purchaser a Product conforming to the ordered Product; - to propose a solution to repair or replace a defective Product; - send the Purchaser a prepaid label for the return of the Product.
The costs incurred by Mobi-Hub to resolve the claim will be invoiced in pounds at cost, to the Seller in priority by compensation with any amount due by Mobi-Hub to the Seller and may be covered by the Guarantee provided for in Article 4.4 above.
Mobi-Hub also reserves the right to invoice the Seller additional management expenses ("Management Expenses" below) when the following cumulative terms and conditions set out below are fulfilled :
- Termination of the General Terms and Conditions for Sellers at the initiative of one or other of the Parties; and - Situation of a negative balance of at least three thousand (3,000) pounds of the Seller's Virtual Wallet and/or the existence of at least ten claims on the Seller's account awaiting processing and remaining unanswered for a period of or in excess of two (2) working days.
Management Expenses will amount to; - 10 pounds excl. VAT (£10.00 excl. VAT) per claim, and, - 9% of the amount including VAT of the costs of repair at a repair facility in partnership with Mobi-Hub incurred on behalf of the Seller within the framework of an action in warranty by a Purchaser.
The invoicing of Management Expenses will be performed without further formality with immediate effect after notification sent to the Seller by email and will result in the suspension of the Seller's right to manage the after-sales service of Products sold on the Platform. Mobi-Hub will therefore be authorized by the Seller to respond to claims by Purchasers on behalf of the Seller under the terms and conditions set out in this article.
The payment of Management expenses, additional to the refunding by the Seller of the costs incurred by Mobi-Hub mentioned above, is without prejudice to the application of damages that could be requested by Mobi-Hub following any breach of contract on the part of the Seller. The Management Expenses will be invoiced to the Seller and payable by bank transfer within a time limit of "net 10" (ten days) as from the date of the invoice.
7. RECOVERING ACTIVITY
7.1 Provision of services by Mobi-Hub
Within the meaning of the present document, the term "Member(s)" designates any user(s) of the Platform who hold(s) an active account on the site www.mobi-hub.com (or any variation of that URL).
The term "Recoverer" designates the Seller when the latter benefits from the provision of a recovery service proposed by Mobi-Hub in application of the present article 7 in the General Terms and Conditions for Sellers and of the Charter.
Subject to the provisions of the Charter, the recovery service proposed by Mobi-Hub (hereinafter "Provision of Recovery Service") includes: - Establishment of relations between the Recoverer and the Purchasers via the Platform; - Sending a transport voucher to the Member and if needs be the packaging necessary for the return of the product to the Recoverer; and - making a payment solution available to enable the sale of the recovered product between the Recoverer and the Member. The Seller is reminded that Mobi-Hub does not figure in any way in the sale contract concluded between the Recoverer and the Member.
7.2. Undertakings by the Recoverer
The Recoverer undertakes to comply with all the provisions of the Charter in respect of the recovery. In particular, the Recoverer undertakes to make the payment of the purchase price to the Member or to formulate for their attention a counter-proposal within 48 hours from the date of reception of the product. Failing a response within the agreed time limits, Mobi-Hub will deduce from the silence of the Recoverer their acceptance of the price offered by the Member two working days after the dispatch by Mobi-Hub of formal notice by email remaining unanswered. As a consequence, Mobi-Hub will be authorized by the Recoverer to carry out the sale on their behalf. The Recoverer accepts to fully reimburse Mobi-Hub for any sum advanced on their behalf and especially the payment of the price of the product recovered.
7.3 Financial terms and conditions
In return for the Provision of the Recovery Service, Mobi-Hub will receive: - commission equal to 9% excl. VAT of the price of the recovered product paid by the Recoverer, - fixed costs to the amount of: o ten pounds excl. VAT (£10.00 excl. VAT) per recovered smartphone, and thirteen pounds excl. VAT (£13.00 excl. VAT) per recovered tablet.
Unless otherwise agreed in the Charter, commission and fixed costs due to Mobi-Hub are acquired as soon as the sum in respect of the recovered product is agreed between the Member and the Recoverer.
The Recoverer will pay the full amount of the product, Mobi-Hub's commission and fixed costs by SEPA direct debit and/or by bank transfer. The Recoverer has the responsibility of making sure that the payment methods it uses are valid.
In the event of payment refusal (for reasons, for instance of insufficient bank account resources or exceeding the authorized credit on the bank card being used), Mobi-Hub could without further formality: - deactivate the Recoverer's offers on the Platform immediately by simple notification via the Platform and/or by email without prejudice to their rights to damages, and - invoice the Recoverer the additional bank charges caused by the payment refusal.
8. LIABILITY OF THE PARTIES
Mobi-Hub cannot be held liable for any sale made by the Seller, except in case of proven fault of Mobi-Hub in its intermediation role.
The Sellers are solely responsible for direct or indirect damage, whether material or immaterial, caused to the Purchasers and to any other third party by the Content that they put online on the Websites, offers of Products and the Products that they propose and sales that they conclude there. Therefore, the Sellers guarantee Mobi-Hub against any request, claim, action and/or litigation concerning the information provided by the Sellers on the Websites or in relation to the Products offered for sale and/or sold.
Mobi-Hub undertakes to use its best efforts to ensure the availability of the services of the Platform but can in no way be held responsible for any technical problem, malfunction, failure, delay or interruption of access to the Internet.
Mobi-Hub reserves the right to temporarily suspend or limit access and services of the Platform and Websites to perform repairs, maintenance, or add a new feature or service.
Mobi-Hub will be held liable only for direct damages exclusively attributable to a contractual fault committed by Mobi-Hub. Except for proven fault on its part, Mobi-Hub cannot be held liable for any damage suffered by the Seller under the use of any or part of the Platform or a Website or the inability to use all or part of the Platform or Website.
Mobi-Hub will not be held responsible for delays or the inability for a Seller to respect its obligations under the General Terms and Conditions for Sellers if the delay or inability results from a cause beyond its reasonable control.
By common agreement of the Parties, the liability of Mobi-Hub vis-à-vis to the Seller shall not exceed a sum equal to the amount of received commissions excl. VAT generated by Mobi-Hub. in application of the General Terms and Conditions for Sellers during the twelve months previous to the occurrence of the loss/damage.
9. PERSONAL DATA
The term "Personal Data" refers to the definition provided for in the European Regulation 2016/679 of 27 April 2016 (the "GDPR") i.e. any information relating to an identified or identifiable physical person is deemed to be an "identifiable physical person", a physical person who can be identified, directly or indirectly, in particular by reference to an identifier, such as a name, an identification number, location data, online identifier, or to one or more elements specific to its physical, physiological, genetic, psychological, economic, cultural or social identity.
In the framework of the provision of its services in connection with the Platform, Mobi-Hub is required to collect and process Personal Data concerning the employees and/or managers of the Seller, in order to enable it to manage the contractual relationship. In this context, Mobi-Hub is required to set up data processing, in compliance with the GDPR, the purposes of which are the management of the customers (including the management of contractual relationships, orders, delivery, invoices, accounting, followed by the contractual relationship), and more generally the management of operations allowing it to communicate with the employees and/or managers of the Seller.
The processing of Personal Data implemented in this context is based on the legitimate interest of Mobi-Hub, as these processes are necessary for the proper performance of the contractual relationship and compliance with its legal obligations by Mobi-Hub. The processing of Personal Data established for commercial prospecting purposes is based on the consent of the Purchaser. The latter may oppose this communication by letter addressed to: Mobi-Hub Unit 1 Amberley Way, Hounslow, London, TW4 6BX.
The Personal Data collected and processed in this context may be the subject of a communication to subsidiaries of the group to which Mobi-Hub belongs and/or to service providers for the purpose of performing payment services or payment security, order delivery and tracking services, debt collection services, as well as hosting, computer maintenance, database management, data analysis, storage and communication services. These service providers only act under the strict instructions of Mobi-Hub and will have access to the Personal Data of the Seller's managers and/or employees only to perform the aforementioned services and will be held to the same obligations of security and confidentiality as Mobi-Hub.
Personal Data collected and processed in this context and all data associated with the managers and/or employees of the Seller will be retained for the duration of the contractual relationship and during the applicable limitation period.
The employees and/or managers of the Seller have a right of access, rectification, deletion of their Personal Data, a right of limitation of process, a right of opposition to the processing of their Personal Data, as well as the right to communicate their special instructions regarding the fate of their Personal Data after their death, by sending their request by email to firstname.lastname@example.org or by mail to the following address: Mobi-Hub Unit 1 Amberley Way, Hounslow, London, TW4 6BX. In general, if they have any questions or want additional information about the processing, they can contact Mobi-Hub at these addresses.
The managers and/or employees of the Seller can lodge a complaint with the personal data protection authority.
Data concerning Purchasers and Sellers may also be disclosed to Mobi-Hub partners for non- electronic prospecting purposes, including by post or telephone. Any Seller may object to this communication by mail addressed to: Mobi-Hub Unit 1 Amberley Way, Hounslow, London, TW4 6BX.
The Parties undertake to process and keep strictly confidential any information, whatever its type, form or medium that they might have access to within the framework of the implementation of the General Terms and Conditions for Sellers, and especially, but not only, according to the articles of the General Terms and Conditions for Sellers, any document, any datum, any sales and/or technical information resulting from the provision of the performed service relative to the General Terms and Conditions for Sellers. The Parties emphasize the importance of respecting this duty by their personnel, co-workers, subcontractors and external service providers.
If however one of the Parties wishes to divulge to a third party any information, document or datum of a confidential character, they must explicitly request the permission beforehand of the other Party who would be entitled to refuse the divulgence of the said confidential information or datum without any obligation of justification. It is explicitly agreed that Mobi-Hub is entitled to impart information relative to the Seller to any affiliated companies (such as are defined below). However, the aforementioned stipulations could not thwart any communication of information established by the legal and statutory provisions in force or currently applied by a court order. Each Party undertakes to restitute or erase and if needs be to supply any justification for the erasure of data, within a reasonable time limit to the other Party, at their request and all the documents and data that will have been supplied to them.
Mobi-Hub is authorized to use the information relative to the Seller's business for statistical purposes and disseminate it to third parties on condition that they will have been anonymised beforehand and also to use the Name(s) (such as defined below) of the Seller within the framework of application of article 11, “INTELLECTUAL PROPERTY” in the General Terms and Conditions for Sellers and more generally to disclose information relative to the Seller when required for the implementation of the General Terms and Conditions for Sellers.
The present obligation of confidentiality will continue to produce its effects for three (3) years after the time limit of the present General Terms and Conditions for Sellers has expired.
11. INTELLECTUAL PROPERTY
By providing Content on one of the Websites, the Seller grants to Mobi-Hub, free of charge, a license that is non-exclusive, non-transferable, liable to sublicensing worldwide, and for the entire duration of the Seller's registration, use, reproduce, represent, publish, make available, communicate, modify, adapt, display, on the Website and in any other medium (in particular on any physical or digital medium, in any press release or press or financial records, presentation material, promotional and/or advertising material, website), by any means, all or part of the Content, without limitation in the number of copies, for purposes of storage, advertising, promotion, marketing, communication, public relations and for the purposes of setting up partnerships or sponsors with Mobi-Hub partners. The Seller acknowledges that any use of its Content by Mobi-Hub before the cancellation of his account or the termination of these General Terms and Conditions for Sellers may not be called into question by the Seller.
The Seller also agrees to Mobi-Hub the right to reorganise the Content.
Notwithstanding the foregoing, the Contents provided by the Seller are and remain its property, subject to the license granted by the Seller to Mobi-Hub.
The Platform, the Websites, their content, catalogue, texts, illustrations, photographs and respective images, logos, trade names, and all other visual and sound elements, including the underlying technology used, are the exclusive property of Mobi-Hub and/or third parties contractually bound to Mobi-Hub, holders of the intellectual property rights relating to all these elements.
The Seller shall not reproduce, represent and/or exploit all or part of the Platform, a Website, their content, catalogue, texts, illustrations, photographs and images and any other visual and sound elements, including the underlying technology used, without the prior authorisation of Mobi-Hub.
Anyone who publishes content on a website and wishes to create a direct hypertext link to any of the Websites shall obtain the prior written consent of Mobi-Hub The authorisation of Mobi-Hub will in no case be granted definitively. This link shall be removed at the request of Mobi-Hub. Hypertext links to the Website that use techniques such as framing or insertion by in-line linking are strictly prohibited.
The Seller authorizes Mobi-Hub to use the Seller's name, logo, brand or brands (grouped together as the "Name(s)", below) within the framework of their commercial activity. This authorization especially includes the entitlement for Mobi-Hub to mention the Name on the Site, in their advertisement media and/or their marketing operations. At the explicit and written request of the Seller, Mobi-Hub will withdraw from their Site and their marketing and/or advertising materials reference to the"Name" within the course of a reasonable time period.
12. UNFORESEEABLE CIRCUMSTANCES
If an unforeseeable change in circumstances at the time of the conclusion of GCS renders the execution of these terms excessively costly for either Party, they shall meet within 15 (fifteen) calendar days after the written request made by one of the Parties to negotiate a revision of the present GCS. During this negotiation, each Party shall continue to fulfil its contractual obligations. In the absence of agreement between the Parties within thirty (30) calendar days of the first meeting between the Parties, the Parties shall agree on the terms of amicable termination of the GCS.
13. INDEPENDENCE OF THE PARTIES
Mobi-Hub and the Seller shall in no way be considered as associates of any common entity.
Each party retains full and complete freedom and responsibility for the direction, management and operation of its business. It is also stated that Mobi-Hub is an independent contractor and not the representative or agent of the Seller, they personally manage their business with the assistance of any agent of their choice.
Nothing contained herein shall be construed as conferring on the parties the title of mandator or agent, employer or employee, partners, co-owners or participants in a joint venture.
Consequently, the Seller shall make sure at any time to structure its offers to be able to honour them in compliance with its contractual and legal obligations.
As Mobi-Hub is not involved in the activity and management of the Seller's activity on the Platform, it is the Seller's responsibility to balance the volume of business achieved on the Platform with the overall volume of its activity. The Seller's choice to place itself in a situation of economic dependence would be made in full knowledge and at its own risk. The responsibility of Mobi-Hub cannot in any way be sought in this respect.
14. INTRA-GROUP SOLIDARITY
Within the meaning of the General Terms and Conditions for Sellers, the term "Affiliated Company" designates any company or establishment corresponding to an economic entity that would have controlled the Seller, or would be controlled by it or might be grouped with it under the common control of another company. For the requirements of this definition, the term control is understood to mean the direct or indirect holding of a majority of the entity's voting rights or of the power to appoint the majority of the members of the Board of Directors of the controlled entity or of the uncontested capacity of exercising undeniable influence on the future of the said company. The Seller shall guarantee relative to Mobi-Hub compliance by the Affiliated Company(ies) with contractual obligations and especially the payment of invoices issued by Mobi-Hub addressed to the Affiliated Companies. In the event of non-compliance with the aforementioned obligations and especially the non-settlement of invoices that have reached their due date of payment by one or more of the Affiliated Companies, Mobi-Hub reserves the right to claim from the Seller the payment of the Affiliated Companies' outstanding invoices. If needs be, an offsetting mechanism will be applied without further formality between the sums due for payment by the Affiliated Companies to Mobi-Hub and those due to the Seller by Mobi-Hub. The Seller undertakes to communicate at the latest at the time of the signature of the General Terms and Conditions of Sale the list of Affiliated Companies that have benefitted or still benefit from access rights to the Platform.
15. APPLICABLE LAW
These General Terms and Conditions for Sellers are subject to UK law without prejudice to the benefit of the Purchasers of international laws that would be applicable.
Any dispute that may arise between a Seller and Mobi-Hub in connection with these General Terms and Conditions for Sellers, the Charter, the General Terms and Conditions for Purchasers and more widely with the use of the Platform and Websites will be subject to the exclusive jurisdiction of the courts within the jurisdiction of the Court of Appeal of England and Wales, even in the case of plurality of defendants, appeal in guarantee, interim proceedings or proceedings on request.
16. AGREEMENT IN RELATION TO THE PROOF
The Seller recognizes the validity and enforceability of the electronic signature procedure of these GCS.
For the Seller