Terms of Conditions – hashtagprojectx200923

Terms of Use for Business Sales via HashtagProjectX200923

Below you will find the “Terms of Use for Business Sales via HashtagProjectX200923”. We kindly ask you to read them carefully. By registering as a business seller through HashtagProjectX200923, you agree to accept and comply with these Terms of Use, including all attachments.

Article 1 – Definitions

HastagProjectX200923: the proprietorship HashtagProjectX200923 with its registered office at Ghana. Operating in Ghana under Reg. nr BN035670124. Furthermore named HashtagProjectX200923
Environment: websitename
Platform: the environment in which third parties can offer their products, falling within product categories designated by HashtagProjectX200923, to Users.
User: any visitor to the Environment.
Terms of Use: these Terms of Use for Business Sales through HashtagProjectX200923, including all appendices and the information contained on the website for business Sellers
Business Seller(s): any legal entity that either has been registered with the Chamber of Commerce in the country of origin or private person, has created a Sales Account, has accepted these Terms of Use and has been accepted by HashtagProjectX200923 as a seller and has reached the age of at least 18 years.
Sales Account: the account created by the Business Seller in the Environment.
Items: all products that HashtagProjectX200923 have made known may be offered by Business Sellers in the Environment.
Client: a User of the Environment who proceeds to purchase an Item via the Platform.
Purchase Agreement: the agreement that is concluded between the Business Seller and a Customer due to the purchase by the Customer of an Item from the Business Seller via the Platform.
Content: (part of) the specifications of Items in the Environment, which specifications and Items can be adjusted by HashtagProjectX200923 at any time, consisting of, among other things, text, images and technical specifications, which HashtagProjectX200923 makes available to the Business Sellers.
Total price: price includes VAT, shipping costs and, if applicable, disposal fee and any other amounts imposed by the government that are charged to the Customer.
HashtagProjectX200923 Trade marks: the HashtagProjectX200923 word and figurative marks, as well as other distinguishing signs.
Fee: the commission charged by HashtagProjectX200923 to the Business Seller on the Sale Price, consisting of a fixed and a variable component, as set out on the business Seller website.
Sales price: Sales price: price including shipping costs, including any disposal fee and/or other levies imposed by the government, including VAT and including the service fee.
MTP: the maximum price allowed.

Article 2 – Sales account

Each Business Seller must create a Selling Account before they can list and sell Items on the Platform.
HashtagProjectX200923 is at all times entitled, without giving any reason, not to grant a Business Seller a Sales Account and/or to impose additional requirements for the granting of a Sales Account.
Registration as a Business Seller implies acceptance of the Terms of Use and the obligation to comply with the Terms of Use and the information on the website for business sellers.
In order to act as a Business Seller, the Business Seller must:
1. have a login account with HashtagProjectX200923;
2. have created a Sales Account in the Environment;
3. confirm that the Terms of Use have been accepted;
4. confirm that the (indirect) director(s), shareholder(s) or ultimate beneficial owner(s) are at least 18 years of age and/or have reached the age of 18;
5. have a payment account in a SEPA country;
From the moment the Sales Account is created, the Business Seller is entitled to offer Items on the Platform in accordance with the Terms of Use.
The Business Seller can only participate with one (1) brand/trade name per Selling Account. If the Business Seller wishes to offer Items under multiple brands/trade names via the Platform, the Business Seller must create multiple Sales Accounts.
The Business Seller is at all times fully responsible for the use made of the Selling Account and for those who access the Selling Account. HashtagProjectX200923 is at all times entitled to suspend the use of the Sales Account by the Business Seller for its own reasons.
If the Business Seller fails to comply with any payment obligation to HashtagProjectX200923, whether or not under these Terms of Use, HashtagProjectX200923 shall be entitled to suspend the Business Seller’s use of the Sales Account until it has fulfilled the payment obligation.
The Business Seller is responsible for the accuracy of the information in their Sales Account.

Article 3 – Offer

The Business Seller can offer new and second-hand items. The Items must comply with the terms and conditions set out on the Website for Business Sellers.
HashtagProjectX200923 is the sole right to determine which product categories and/or subcategories may be offered on the platform and/or added to the platform, as well as from what time this becomes possible. HashtagProjectX200923 is also entitled to remove product categories and/or subcategories from the offer on the Platform, without the Business Seller being able to assert any rights to HashtagProjectX200923 as a result. HashtagProjectX200923 reserves the right, stating reasons, to exclude certain items from the product categories and/or subcategories.
The product categories and/or subcategories that have been and/or will be made available by HashtagProjectX200923 are included on the Website for Business Sellers, which Website, including the product categories and/or subcategories, may be unilaterally modified by HashtagProjectX200923 from time to time.
HashtagProjectX200923 is free to no longer allow the Business Seller to offer certain items on the platform, stating reasons. The Business Seller shall cease and desist from the offer of the relevant item with immediate effect at the request of HashtagProjectX200923. Should the item nevertheless still be offered on the Platform, HashtagProjectX200923 is entitled to remove the offer of the item in question itself.
HashtagProjectX200923 is entitled to remove a specific Business Seller Item from the platform if such item is deemed to be below the standard as indicated on a Business Seller’s Selling Account.
HashtagProjectX200923 is entitled not to include the offer or to remove from the Platform the offer or certain information provided by the Business Seller in relation to the offer if, in the opinion of HashtagProjectX200923, this is not accurate or misleading, or is done in violation of these terms and conditions or in the opinion of HashtagProjectX200923 may be harmful to the good name of HashtagProjectX200923, the Platform or third parties.
The Business Seller will offer returns free of charge to Customers and will never charge return costs separately.

Article 4 – Ordering and delivery

A User may place an order with HashtagProjectX200923 for an item offered by the Business Seller through the normal ordering process.
If the Business Seller receives an order through HashtagProjectX200923, the Business Seller is not entitled to process the order outside of the procedure as described on the Website for Business Sellers.
When sending the order, the Business Seller will use a shipping seal on which the order number is included HashtagProjectX200923 the order. If this is not possible, the Business Seller will use the packing slip that is made available digitally to the Business Seller by HashtagProjectX200923 for this purpose. The Business Seller will print out this packing slip and will not make any changes to it.

Article 5 – Customer relationship

If a Customer of the Platform proceeds to purchase an Item offered by the Business Partner, a Purchase Agreement is concluded between the Business Seller and the Customer. The Business Seller is obliged to apply to the Customer the general terms and conditions that are attached as Appendix 1 to these Terms of Use and form an inseparable part thereof.
The Business Seller acknowledges that HashtagProjectX200923 is not and/or will not be a party to this Purchase Agreement. However, customers will have to accept the “Terms and Conditions of Buying from Other Sellers” before customers can enter into a Purchase Agreement with the Business Seller via the Platform. These terms and conditions apply between HashtagProjectX200923 and the client and relate to the service to be provided by HashtagProjectX200923, i.e. the platform, and the Client’s use thereof. HashtagProjectX200923 may change the “Terms and Conditions for Buying from Other Sellers” from time to time.
The Business Seller is responsible for the proper performance of the Purchase Agreement at its own expense and risk. The Business Seller acknowledges that in accordance with the provisions of these Terms of Use and the General Terms and Conditions of purchase from other sellers, the Customer may turn to HashtagProjectX200923. The Business Seller shall indemnify HashtagProjectX200923 against any claim brought by a customer against HashtagProjectX200923, as a result of or in connection with the conclusion and/or performance of the Purchase Agreement.
The Business Seller acknowledges that HashtagProjectX200923 applies so-called ‘service levels’, as set out in Appendix 2 and that HashtagProjectX200923 reserves the right to block the Sales Account if the Business Seller does not comply with these service levels, subject to the provisions of Article 15 of the Terms of Use. HashtagProjectX200923 reserves the right to change the service levels, subject to the provisions of article 21 paragraph 3 of the Terms of Use.
The Business Seller will provide HashtagProjectX200923 with the track & trace number of all Items shipped by the Business Seller for the purpose of monitoring the compliance of the Business Seller with the service levels referred to in Appendix 2 by HashtagProjectX200923.
The so-called ‘after-sales’, including but not limited to customer service, warranty and handling of returns, is entirely at the expense and risk of the Business Seller. The Business Seller guarantees that inquiries received by it from Customers will be answered within twenty-four (24) hours. This does not include Saturdays, Sundays and Public Holidays.
At the Client’s request, the Business Seller shall issue the invoice associated with the order, within the period indicated in Appendix 2. The Business Seller may also issue the invoice on its own initiative. In both cases, the Business Seller uploads the invoice to the Customer’s account.
The Business Seller acknowledges and accepts that Customers participate in an evaluation system (on the basis of which the Business Seller obtains a so-called ‘rating’) and can also write reviews about the Business Seller and post them on the Environment. HashtagProjectX200923 has no influence on these reviews and will not censor them, unless the Business Seller demonstrates that a review is in violation of laws or regulations, public order and/or morality, is only a product review or concerns another Business Seller, contains (a) personal data(s) or a URL or is fraudulent. Such reviews may be removed by HashtagProjectX200923 as soon as it becomes aware of them.
The Business Seller is obliged to ensure that its offer as well as the execution of the Purchase Agreement are in accordance with applicable laws and regulations and the General Terms and Conditions of Buying from Other Sellers (from HashtagProjectX200923, as amended from time to time). The Business Seller is not entitled to deviate from this, or to (re)close the sale with a Customer outside the Platform.
HashtagProjectX200923 will send Customers a confirmation by email after the Purchase Agreement has been concluded. For the rest, contact with the customer will be in accordance with the provisions of the Website for Business Sellers. The Business Seller hereby irrevocably authorizes HashtagProjectX200923 to communicate directly with the Customer on behalf of and at the expense and risk of the Business Seller without HashtagProjectX200923 becoming a party to the Purchase Agreement.

Article 6 – Payments

The Business Seller shall pay HashtagProjectX200923 a Fee per Item sold via the Platform, unless the Purchase Agreement is terminated by a Client within the period specified in the general terms and conditions included in Appendix 1. The amount of the Fee per product category is included on the Website for Business Sellers, Website for Business Sellers. The Business Seller acknowledges that HashtagProjectX200923 is entitled to unilaterally adjust the amount of the Fee for each subcategory and/or product category twice a year. The Business Seller will be informed of this seven (7) days prior to the commencement.
HashtagProjectX200923 will set up the Platform in such a way that Customers pay HashtagProjectX200923. HashtagProjectX200923 will collect the payments from the Customers. In principle, HashtagProjectX200923 only accepts Customers, which it also accepts for the purchase of its own Items, and HashtagProjectX200923 reserves the right not to accept Customers at any time. The Business Seller hereby grants HashtagProjectX200923 the irrevocable right to exercise the collection rights arising from the Purchase Agreements in the name of HashtagProjectX200923 and to the exclusion of the Business Seller.
The Business Seller is not entitled to accept payments made directly to it by the Customer. In that case, the Business Seller will refund the amount received to the Customer and point out to the Customers that payment can only be made to HashtagProjectX200923. The Business Seller hereby accepts that a payment by a Customer to HashtagProjectX200923 releases the Customer from its obligation to pay to the Business Seller.
The Total Price of each item offered by Business Seller on the Platform must be equal to the Total Price for which Business Seller offers the relevant item on its own website. This condition is imposed on the Business Seller in order to prevent it from merely ‘piggybacking’ on the potential reach of the Platform with the aim of trying to close the sale (at a lower Total Price) on its own website, so that HashtagProjectX200923 can maintain the quality, innovation and survival of the Platform.
If a Purchase Agreement is dissolved within the period as stated in the general terms and conditions included in Appendix 1, HashtagProjectX200923 will return the payment directly to the Client, within the period as stated in these general terms and conditions. In the event that the Business Seller has already received the payment of this Purchase Agreement from HashtagProjectX200923, HashtagProjectX200923 is entitled to recover this amount from the Business Seller. If a Purchase Agreement is terminated after the term as stated in the general terms and conditions included in Appendix 1, the Client must contact the Business Seller directly in order to obtain a refund of payment. HashtagProjectX200923 is not a party to this and is not involved in whether or not the amount paid by the Customer is refunded and/or the exchange of the relevant Item. HashtagProjectX200923 is not obliged to reimburse any amount to the Business Seller because of a Purchase Agreement that is dissolved after this period and HashtagProjectX200923 is entitled to retain the commission.

Article 7 – Services HashtagProjectX200923

The Business Seller may be eligible for payment of a certain amount by HashtagProjectX200923 under the guarantee scheme to compensate for the Business Seller’s damage in the event that the Customer fails to meet its payment obligation. It is solely at the discretion of HashtagProjectX200923 whether a Business Seller is eligible for the guarantee scheme in respect of a particular order and what the maximum guarantee amount is that the Business Seller will be entitled to in that case. If the Business Seller is not eligible for the guarantee scheme, the Business Seller accepts the payment risk in respect of the amount that is not covered by the guarantee scheme, if any, and HashtagProjectX200923 is never liable to the Business Seller for payment thereof.
The payments received by HashtagProjectX200923 will be deposited by HashtagProjectX200923, after deduction of the Fee as stipulated in Article 6.1 of these Terms of Use and any set-off(s) in accordance with Article 7.3 of these Terms of Use, into the account number specified by the Business Seller. Payment is made by HashtagProjectX200923 in principle once per calendar month. HashtagProjectX200923 will issue an invoice for these payments. If an order is not received by the Customer 5 working days after the agreed delivery date, or after the last day of the agreed delivery period, the order will be considered as not delivered by HashtagProjectX200923. In that case, the Client has no obligation to pay and no payment will be made to the Business Seller. If the Business Seller has already been paid, HashtagProjectX200923 may set off the amount paid out against future claims of HashtagProjectX200923 against Business Seller in accordance with Article 7.3 of these Terms of Use. HashtagProjectX200923 is entitled to postpone payment to the Business Seller if, in the opinion of HashtagProjectX200923, this is necessary to protect its Platform, Customers, third parties or good name, or if there is a suspicion that the Business Seller is acting in violation of these terms and conditions, including, but not limited to, the situation where there are indications that ordered and paid for Items will not be delivered to Customers due to scarcity or fraudulent trade.
All amounts receivable from Business Seller in accordance with these Terms of Use are immediately due and payable. HashtagProjectX200923 is entitled to set off all amounts to be received from Business Seller in accordance with these Terms of Use, or amounts to be received pursuant to any other agreement concluded with the Business Seller such as the Terms of Use Logistics via HashtagProjectX200923, against the next payment of the payments received by HashtagProjectX200923 as referred to in Article 6.2. HashtagProjectX200923 may also choose to send an invoice for these amounts, which the Business Seller must pay within the period stated on the invoice. If HashtagProjectX200923 decides not to set-off, it may suspend the payment referred to in Article 6.2 for as long as the Business Seller owes amounts to HashtagProjectX200923 pursuant to these Terms of Use or under any other agreement concluded with HashtagProjectX200923.
If an item is lost in the shipping process or in the return process, HashtagProjectX200923 may choose to reimburse part of the sales value of the Item to the Business Seller as a gesture of goodwill. HashtagProjectX200923 is not obliged to do so. The Business Seller cannot derive any rights for the future from the payment of a fee.

Article 8 – E-mail communication between the Business Seller and the Customer

HashtagProjectX200923 has built an e-mail application for the purpose of communication between the Business Seller and the Customer (including the after-sales obligations as referred to in article 5.6 of these Terms of Use), which makes it possible for both the Business Seller and the Customer to contact each other via e-mail via their respective accounts. This is without prejudice to the Customer’s right to contact the Business Seller by telephone.
HashtagProjectX200923 can, if it has good reasons to do so, (temporarily) block the contact via the e-mail application, for example in the event of (suspected) fraud by the Business Seller.
All communications that go through this e-mail application are stored by HashtagProjectX200923 on its servers and can be viewed and used by HashtagProjectX200923 to:
- support the Business Seller and/or the Customer in case of questions and/or problems;
- assess whether the Business Seller complies with the requirements of Appendix 2 (SLA) and Article 11.2 of these Terms of Use; and
- process improvements.
The Business Seller hereby expressly consents and authorizes HashtagProjectX200923 to store, view and use the communications that take place through this e-mail application in accordance with the provisions of paragraph 2 of this article.
The communication that takes place via this e-mail application will be kept by HashtagProjectX200923 for a maximum of two years.

Article 9 – Use of Content

The Business Seller only obtains the non-exclusive, non-transferable right to use the Content in accordance with these Terms of Use and solely for the purpose of selling through the Platform. In doing so, the Business Seller will immediately follow all possible instructions given by HashtagProjectX200923 from time to time. The Business Seller will never exercise this use in a misleading or HashtagProjectX200923 somewhat harmful manner. If the Business Seller makes changes to existing Content, such changes must comply with the content requirements set by HashtagProjectX200923 in this section, which requirements may be amended by HashtagProjectX200923 from time to time, subject to Article 21(3) of the Terms of Use.
If the Business Seller wants to offer Items on the Platform, about which HashtagProjectX200923 has no information available, the Business Seller must provide HashtagProjectX200923 with the required (product) information. This (product) information must comply with the content requirements set by HashtagProjectX200923 in this article, which requirements may be amended by HashtagProjectX200923 from time to time, in compliance with Article 21 paragraph 3 of the Terms of Use.
The Business Seller warrants that:
1. the Item Descriptions do not contain references to discounts, warranty schemes, “sales slogans” or other products;
2. the Article Descriptions do not contain URLs to your own or other websites;
3. the images do not contain discount labels, watermarks, company names and/or company logos;
4. the (product) information provided does not infringe the rights of third parties, including, but not limited to, intellectual property rights (e.g. trademark rights and copyrights);
5. the (product) information provided does not incite, contribute, encourage or instruct the commission of terrorist offences or promote participation in the activities of a terrorist group;
6. the (product) information provided by him is in the Dutch language.
The Business Seller hereby grants to HashtagProjectX200923 a non-exclusive, transferable license to use, reproduce and disclose the (product) information obtained from Business Seller unrestrictedly, worldwide and forever, in all media, now known or to be developed in the future. The Business Seller warrants that it is authorized to grant this license (possibly already for the time being).
HashtagProjectX200923 is at all times entitled to remove, change or adjust (product) information supplied.
HashtagProjectX200923 is not obliged to use (product) information provided by Business Seller or to display this (product) information on the Platform.
The Business Seller must provide the (product) information to HashtagProjectX200923 in accordance with the terms and conditions as included on the Website for Business Sellers.
The Business Seller fully indemnifies HashtagProjectX200923 against all damages and/or costs of any kind whatsoever resulting from the non-compliance with one or more of the obligations of this article 9.

Article 10 – Data

By opening a Sales Account and accepting the Terms of Use (see art. 2.2.), HashtagProjectX200923 will have access to the completed company details of the Business Seller. HashtagProjectX200923 has insight into the offer data, including product data. This describes the EAN code, the product category, the selling price, the number of items in stock and the product information. If the Business Seller has sold Items, HashtagProjectX200923 will also have insight into the order data (such as turnover including and excluding VAT, sales, name, address and place of residence (hereinafter: “name and address details”), performance data (such as Track and Trace code, returns and cancellations) and customer case data (such as customer number and category of customer demand). HashtagProjectX200923 also has insight into the data of all Business Sellers on the Platform. This information is used to visualize the size of the Platform.
The Business Seller has insight into his own data generated by him, including offer data, product data, order data, performance data and customer business data. HashtagProjectX200923 has access to all data provided by Business Sellers (see paragraph 1). The Business Sellers only have access to data provided by themselves or generated by the sale of their Items. They do not have access to data of other Business Sellers, for privacy, business confidentiality and competition law reasons.
Some of the data generated by HashtagProjectX200923 on the Platform is provided to third parties in order to allow them to map the online sales market. It concerns information about (parts of) the online sales market that cannot be traced back to individual Business Sellers. The data that is shared with third parties is limited to turnover and sales figures over a selected period. HashtagProjectX200923 provides this information on the basis of a legal obligation or for commercial reasons. In addition, if required by law, HashtagProjectX200923 may provide (personal) data about Business Sellers, including turnover and sales figures and Chamber of Commerce numbers, to a government agency. This concerns information that can be traced back to individual Business Sellers.

Article 11 – Privacy

HashtagProjectX200923 will only provide the Business Seller with the personal data of the Customers (hereinafter: “Customer Data”) insofar as this Customer Data is necessary for the Business Seller to execute the Purchase Agreement, including the so-called after-sales obligations, or when the Customer has given his consent for this. In any case, it concerns the name and address details and the telephone number if a delivery appointment has to be made.
The Business Seller guarantees that it will only approach the Customers in connection with the execution of the Purchase Agreement and the obligations arising from the Purchase Agreement and that it will never commercially exploit or use Customer Data. The Business Seller will only use the Customer Data and include it (or have it included) in one of its databases for the performance of its obligations as mentioned above and to comply with its accounting obligation. Even after termination of the Sales Account, the Business Seller is not entitled to commercially exploit or use Customer Data. In the event of a breach of the provisions of this article, the Business Seller shall be liable for all damages suffered by HashtagProjectX200923.
The Business Seller shall treat all Customer Data in accordance with all applicable laws and regulations (including but not limited to the General Data Protection Regulation).
HashtagProjectX200923 does not guarantee the accuracy of the (personal) data (provided by Customers).

Article 12 – Ranking

On the Platform, Articles are presented according to different ranking mechanisms, namely via i) the list page, ii) the search page, iii) the product page and iv) the recommendations.
The ranking mechanisms referred to in paragraph 1 each use different parameters, which will be explained below:
- i) The list page is the page that is displayed after using the drop-down menu on the Platform. Which Articles appear on a list page is determined by the category in which the Articles are placed. The list page is a reflection of the Articles in the respective category. The order of the Articles on a list page is determined by an algorithm that determines the popularity ranking. This algorithm uses customer interaction data, with the past few days being important. These include:
  1. the number of sales of an Item;
  2. the number of clicks on an Article.

It is possible for the Business Seller to move up the list page by advertising.

ii) The search page is the page that is displayed after using the search bar on the Platform. Which Articles appear on a search page is determined by a combination of a popularity score (see under i) above) and a so-called ‘relevance score’. The relevance score is determined on the basis of the information known about the Items, including their title and specifications. In this way, an article can ‘match’ to a greater or lesser extent, which results in a relevance score. Business Sellers can be placed higher on the search page by advertising.
iii) If multiple Business Sellers offer the same Item on the Platform, HashtagProjectX200923 will try to serve the Customer by recommending one Business Seller. Based on the so-called ‘Buy Block Algorithm’, that Business Seller has the best offer for the Customer at that moment and thus obtains the Buy Block. The main parameters used to value a Business Seller’s offer are:
1. orderability of the Item;
2. quality of the Item (e.g. new, second-hand, returned, etc.);
3. price of the Item incl. shipping costs and VAT;
4. delivery conditions, consisting of:
  - delivery time of the Item;
  - period within which delivery of the Item takes place (e.g. ordered before 23:00, delivered tomorrow);
  - additional delivery options, such as evening and weekend delivery, same day delivery, pick-up points).
5. Business Seller’s performance score that is based on:
  - delivery reliability;
  - cancellations of orders by Business Seller;
  - reviews from Customers;
  - Traceability of deliveries based on track & trace.
iv) On various pages, HashtagProjectX200923 shows recommendations that HashtagProjectX200923 expect to be relevant in relation to the Item the Customer is viewing, such as “Others also viewed”. The order of the featured Items is determined by an algorithm that determines the Popularity Ranking. This algorithm uses customer interaction data, where more recent data is more important than old(er) data. In addition, HashtagProjectX200923 uses product information from the catalogue, as referred to in Article 9.1 of the Terms of Use. The information used for customer interaction data and product information includes, but is not limited to:
1. that Customers who viewed the Article also clicked on;
2. which Items those Customers ultimately purchased;
3. the comparability (e.g. of title, description, brand, category, price, etc.) of the Item with the possible Recommended Items.

Article 13 – Guarantees and obligations

The Business Seller represents and warrants that it has the right to accept, comply with and grant the rights it hereby grants these Terms of Use as well as the Business Seller Website.
The Business Seller warrants that:
- only Items that are in stock at the Business Seller are offered;
- ninety-eight percent (98%) of the Items are delivered at all times within the delivery time stated by the Business Seller on the Platform, unless the Business Seller has agreed with the Customer on a different delivery time;
- only Items will be offered in the product categories opened up by HashtagProjectX200923;
- the Items offered by it are its property, the Items and the offer are not misleading or otherwise in violation of applicable laws or regulations, that it is authorized to offer these Items for sale on the Platform and to dispose of them, and that the Items offered are always the original Items and they are not counterfeit items;
- the Items function properly and are not defective;
- the Items offered by it and the (product) information provided by it does not infringe any rights (such as, but not limited to, intellectual property rights);
- the actions of the Business Seller and/or Items of the Business Seller will not damage the reputation and/or image of HashtagProjectX200923 or the Environment;
- it acts in accordance with the Terms and Conditions of buying from other sellers, as well as all applicable laws and regulations;
- the (product) information provided does not incite, contribute, encourage or instruct the commission of terrorist offences or promote participation in the activities of a terrorist group;
- all information provided by the Business Seller (including in the Sales Account) is correct and complete;
- it acts at all times in accordance with the guidelines and instructions of HashtagProjectX200923 regarding the installation and use of the Platform.
The Business Seller shall indemnify HashtagProjectX200923 against any damages from claims against HashtagProjectX200923 resulting from failure to comply with the warranties of this item.
The Business Seller is not permitted to send advertising communications with the delivery of Items to the Customers, or to otherwise deliver commercial communications to the Customers.

Article 14 – Intellectual property rights

HashtagProjectX200923 obtains the non-exclusive, non-transferable right to use the logo and word mark of the Business Seller as long as the Business Seller offers Items on the Platform as well as in communication and advertising in all media for the benefit of (the offer of) the Platform.
The Business Seller acknowledges that all (intellectual property) rights regarding the Environment, the design, the Content and all HashtagProjectX200923 Trademarks and logos are and remain the property of HashtagProjectX200923 and may not be used in any way by the Business Seller without the prior written consent of HashtagProjectX200923. The Business Seller shall always fully respect the intellectual property rights and all other rights of an exclusive nature of HashtagProjectX200923 and third parties.
Under no circumstances shall the Business Seller file and/or register in its own name, a trademark or domain name registration containing the element “sphere”, “HashtagProjectX200923” and/or “HashtagProjectX200923 Plaza” or any similar element or logo. Any use of HashtagProjectX200923’s Marks and/or logos by the Business Seller must be subject to prior written approval from HashtagProjectX200923.

Article 15 – Restriction, Suspension and Termination of Business Sellership

A Selling Account may be blocked, suspended or terminated by HashtagProjectX200923 at any time, giving reasons. This will be the case, for example, if HashtagProjectX200923 suspect that one or more of the applicable terms and conditions are being violated, there is fraud, the Business Seller leaves HashtagProjectX200923’s invoices unpaid, the Business Seller regularly reports HashtagProjectX200923 illegal content, or submits complaints via the internal complaint handling system that are manifestly unfounded, the use of the Sales Account disrupts the proper functioning of the HashtagProjectX200923 Environment or, in the opinion of HashtagProjectX200923, may be harmful to the good name of HashtagProjectX200923 or third parties. This is the case, for example, if a director of the Sales Account has been involved with another Sales Account that has been closed for violating these Terms of Use.
In the event HashtagProjectX200923 terminate a Sales Account, HashtagProjectX200923 shall give 30 days’ notice, except for the situations described in paragraph 4 of this section.
A suspension of a Sales Account, in accordance with paragraph 1 of this article, is intended to assess whether policy point deduction based on paragraph 4 of this article or termination of the Sales Account on the basis of paragraph 1 or 4 of this article, justified. The duration of the suspension depends on the relevant facts and circumstances.
HashtagProjectX200923 is entitled to terminate the Sales Account with immediate effect in the event that i) mandatory national law provides otherwise, ii) HashtagProjectX200923 exercises a right of termination for a compelling reason under national law provisions and iii) the Business Seller repeatedly fails to comply with the Service Standards or the Terms of Use. Violating the Terms of Use may result in policy violations and points deductions, where a zero point total means closure of the Sales Account.
The policy violations are classified into a number of main categories, which are described on the Business Seller Website. Relevant facts and circumstances are taken into account in the various policy violations and the associated amount of points deduction. Examples include the severity of the violation and the impact of the policy violation on Customers, other Business Sellers, HashtagProjectX200923, or third parties. The Business Sellers Website provides examples of concrete facts and circumstances that are taken into account for each main category of policy violations.
HashtagProjectX200923 is also entitled at all times to no longer make the functionalities available for Business Sellership.
The Business Seller may close the Selling Account at any time by sending an email to HashtagProjectX200923’s Partner Services Department 30 days prior to the desired termination date.

Article 16 – Consequences of termination of Business Sellership

If the Business Sellership has been terminated for any reason:
1. the Selling Account will be blocked;
2. the Business Seller is no longer entitled to use the Content, the Items and the HashtagProjectX200923 trademarks (to the extent that such right already existed).
The Business Seller shall not be entitled to any compensation by HashtagProjectX200923 in connection with the termination of the Business Sellership by HashtagProjectX200923 and the Business Seller hereby waives any right to any (damage) compensation.
The data/data HashtagProjectX200923 receive from the Business Seller will remain in the possession of HashtagProjectX200923 at all times, regardless of whether the Sales Account is still active or inactive/terminated.

Article 17 – Differential treatment

HashtagProjectX200923 strives to make as many functionalities of the Platform as possible available or usable for both HashtagProjectX200923 and all Business Sellers.
Currently, there is a differential treatment of HashtagProjectX200923 on the one hand and the Business Sellers on the other in the following areas:
- Product Offerings: Business Sellers cannot offer digital Items (Ebooks, audiobooks) or subscriptions. The reason for this is that HashtagProjectX200923 only offers digital Items through an ecosystem that is not accessible to third parties and to prevent infringements of intellectual property rights. Business Sellers are unable to list returned Items that cannot be sold as new due to quality issues.
- Prices, offers and discounts: In all cases, Business Sellers determine their own selling price on the Platform and have the possibility to give discounts and make offers. The highlighting of this on the Platform (e.g. in retail campaigns and promotions) is (still) subject to technical limitations.
- Organising, highlighting and promoting the assortment. This includes, but is not limited to: creating and curating product lists, making recommendations for upsell and cross-sell, adjusting shelf layouts or refinements. The tooling for Business Sellers is currently lacking for this, because developing these capabilities on the Platform requires more than the available IT capacity allows. The Business Seller is not permitted to i) send leaflets or samples with an order or ii) commercially exploit or use Customer Data to prevent Business Sellers from merely “piggybacking” on the reach of the Platform and to direct potential Customers to their own website.

Article 18 – Liability

The Business Seller is fully responsible and liable for the use of the Selling Account.
The Business Seller fully indemnifies HashtagProjectX200923 against all damages and/or costs of any kind whatsoever resulting from the non-compliance with one or more obligations under these Terms of Use.
The Business Seller undertakes to fully comply with all applicable privacy laws and regulations, such as the General Data Protection Regulation, in its activities under this agreement and indemnifies HashtagProjectX200923 against all damages and/or costs of any kind in this regard.
Unless there is intent and/or gross negligence on the part of HashtagProjectX200923, HashtagProjectX200923 is in no way liable for damages and/or costs of any kind whatsoever of the Business Seller in connection with the use of the Platform, the Sales Account, the Content and/or the Items, such as – but not limited to – damages and costs resulting from the improper functioning of the Platform, technical malfunctions, incorrect Content information, etc.
In the event that the exclusion of liability as referred to in Article 18 paragraph 4 of the Terms of Use is declared null and void in whole or in part by a competent court, or is annulled, the parties hereby agree that in that case HashtagProjectX200923 will only be liable for the direct demonstrable damage/costs suffered (with the exclusion of consequential/indirect damages/costs) and this liability for these direct damages/costs will never be held again in total. amount to € 500,– (in words: five hundred euros) per year.

Article 19 – Internal complaint-handling system

If the Business Seller is not satisfied with the way HashtagProjectX200923 performs its services, the Business Seller can file a complaint with HashtagProjectX200923 free of charge by sending an email to the email address partnerklachten@HashtagProjectX200923.
Within a reasonable period of time after receipt of the complaint, as referred to in paragraph 1, a designated employee of HashtagProjectX200923 will contact the Business Seller by telephone or in writing to discuss the complaint and (try to) achieve a solution. HashtagProjectX200923 aims to do this within thirty working days.
The Business Seller is entitled to amend or withdraw his complaint at any time. If the Business Seller changes its complaint, HashtagProjectX200923 will contact the Business Seller within a reasonable period of time as referred to in paragraph 2 after receipt of that change.
HashtagProjectX200923 will inform the Business Seller in writing of its decision in response to the complaint. The decision contains a motivation for the decision and points out the Business Seller’s further (recourse) options.
The Complaints Committee will make a written decision within a reasonable period of time after receipt of the complaint. HashtagProjectX200923 aims to do this within thirty working days, unless further investigation is necessary. If this investigation leads to an extension of the term, the Complaints Committee will inform the Business Seller about this.

Article 21 – Miscellaneous

The Business Seller shall never impersonate any agent or representative of HashtagProjectX200923 and, in particular, shall not make any representations or incur any obligations for or on behalf of HashtagProjectX200923. The Business Seller fully indemnifies HashtagProjectX200923 against all damages and/or costs of any kind whatsoever resulting from the non-compliance with this article.
The Business Seller is not entitled to transfer (part of) his/her Business Sellership to a third party, unless HashtagProjectX200923 has given its prior written consent to do so.
HashtagProjectX200923 is entitled to change these Terms of Use and the Website for Business Sellers at any time .
If any provision of these Terms of Use should conflict with applicable law, such provision shall be modified so that it will be in accordance with applicable law, as far as possible with due observance of the intent of the provision in question.

Article 22 – Applicable law and competent court

The Business Seller Terms and Conditions and the Business Sellership are exclusively governed by Ghana law and disputes will be submitted to a competent Ghana court.

Appendix 1 – General terms and conditions of sale for business sales via HashtagProjectX200923

Article 1 – Definitions

For the purposes of these terms and conditions, the following definitions apply:

Additional agreement: an agreement under which the Buyer acquires products, digital content and/or services in connection with a distance agreement and these goods, digital content and/or services are supplied by the Entrepreneur or by a third party on the basis of an agreement between that third party and the Entrepreneur;
Cooling-off period: the period within which the Buyer can exercise his right of withdrawal;
HashtagProjectX200923: the private limited company HashtagProjectX200923 with is registered in Ghana, the provider of the Platform;
Day: calendar day;
Digital content: data produced and delivered in digital form;
Continuing Performance Agreement: a distance Contract that aims at the regular delivery of goods, services and/or digital content during a certain period;
Durable data carrier: any tool – including e-mail – that enables the Buyer or Entrepreneur to store information addressed to him personally in a way that allows future consultation or use for a period of time appropriate to the purpose for which the information is intended, and that allows the unchanged reproduction of the stored information;
Right of withdrawal: the Buyer’s ability to renounce the distance contract within the cooling-off period;
Buyer: the natural or legal person who enters into a distance Agreement with the Entrepreneur.
Entrepreneur: the legal entity that offers products, (access to) digital content and/or services to Buyers at a distance via the Platform;
Distance contract: an agreement concluded between the Entrepreneur and the Buyer within the framework of an organised system for distance selling of products, digital content and/or services, whereby one or more techniques for distance communication are used exclusively or partly up to and including the conclusion of the agreement;
Platform: the platform of HashtagProjectX200923 on which the Entrepreneur offers its products to Buyers;
Distance communication technique: means that can be used to conclude an agreement, without the Buyer and Entrepreneur having to be together in the same room at the same time.

Article 2 – Identity of the Entrepreneur

[Name of entrepreneur] (statutory name, possibly supplemented with trade name);

[Business address]

[Visiting address, if different from the business address];

Telephone number: [and time(s) at which the entrepreneur can be reached by telephone]

E-mail address: [or other electronic means of communication offered to the Purchaser with the same functionality as e-mail]

Chamber of Commerce number:

VAT identification number: >

If the Entrepreneur’s activity is subject to a relevant licensing scheme: the details of the supervisory authority.

Article 3 – Applicability

These general terms and conditions apply to every offer made by the Entrepreneur on the Platform and to every distance agreement concluded via the Platform between the Entrepreneur and the Buyer.
The text of these general terms and conditions will be made available to the Buyer electronically in such a way that it can be easily stored by the Buyer on a durable data carrier. If this is not reasonably possible, it will be indicated before the Distance Agreement is concluded where the general terms and conditions can be taken note of electronically and that they will be sent free of charge at the request of the Buyer by electronic means or by other means.
In the event that, in addition to these general terms and conditions, specific product or service conditions also apply, the second paragraph shall apply mutatis mutandis and, in the event of conflicting conditions, the Buyer may always invoke the applicable provision that is most favourable to him.

Article 4 – The offer

If an offer has a limited period of validity or is subject to conditions, this will be explicitly stated in the offer.
The offer contains a complete and accurate description of the products, digital content and/or services offered. The description is sufficiently detailed to allow a proper assessment of the offer by the Buyer. If the Entrepreneur uses images, they are a true representation of the products, services and/or digital content offered. Obvious mistakes or obvious errors in the offer are not binding on the Entrepreneur.
Each offer contains such information that it is clear to the Buyer what the rights and obligations are that are attached to the acceptance of the offer.

Article 5 – The Agreement

The agreement is concluded at the time of acceptance by the Buyer of the offer and the fulfilment of the conditions set therein.
If the Buyer has accepted the offer by electronic means, the receipt of the acceptance of the offer will be confirmed by electronic means. As long as the receipt of this acceptance has not been confirmed, the Buyer may dissolve the agreement.
If the agreement is concluded electronically, the Entrepreneur shall take appropriate technical and organizational measures to secure the electronic transfer of data and shall ensure a secure web environment. If the Buyer is able to pay electronically, the Entrepreneur will take appropriate security measures to this end.
The buyer must pay the purchase price to HashtagProjectX200923, via one of the payment methods offered by HashtagProjectX200923. Only if payment is made to HashtagProjectX200923 the Buyer has paid in discharge.
The Entrepreneur shall send the following information, in writing or in such a way that it can be stored by the Buyer in an accessible manner on a durable data carrier, at the latest upon delivery of the product or digital content to the Buyer:
1. the conditions under which and the manner in which the Buyer can exercise the right of withdrawal, or a clear statement regarding the exclusion of the right of withdrawal;
2. the information about warranties and existing after-sales service;
3. the price including all taxes of the product or digital content; where applicable, the cost of delivery; and the method of payment, delivery or performance of the distance contract.
4. the requirements for termination of the contract if the contract has a duration of more than one year or is of indefinite duration;

Article 6 – Exercise of the right of withdrawal by the Buyer and costs thereof

If the Buyer makes use of his right of withdrawal, he will report this to the Entrepreneur within the cooling-off period by means of notification.
As soon as possible, but within 14 days from the day following the notification referred to in paragraph 1, the Buyer shall return the product to the Entrepreneur. This is not necessary if the Entrepreneur has offered to pick up the product himself. In any case, the Buyer has complied with the return period if he returns the product before the cooling-off period has expired.
The Buyer returns the product with all accessories supplied, if reasonably possible in original condition and packaging, and in accordance with the reasonable and clear instructions provided by the Entrepreneur.
The risk and the burden of proof for the correct and timely exercise of the right of withdrawal lies with the Buyer.
The Purchaser shall bear the direct costs of returning the product. If the Merchant has not notified that the Buyer must bear these costs or if the Merchant indicates that it will bear the costs itself, the Buyer does not have to bear the costs for return.
If the Buyer makes use of his right of withdrawal, all additional agreements will be dissolved by operation of law.

Article 7 – Obligations of the Entrepreneur in the event of revocation

If the Entrepreneur enables the notification of withdrawal by the Buyer by electronic means, an acknowledgement of receipt will be sent immediately upon receipt of this notification.
HashtagProjectX200923 will reimburse on behalf of the Entrepreneur all payments made by the Buyer, including any delivery costs charged for the returned product, without delay but within 14 days following the day on which the Buyer notifies the Entrepreneur of the withdrawal. Unless the Entrepreneur offers to collect the product himself, HashtagProjectX200923 may wait to refund until the Entrepreneur has received the product or until the Buyer proves that he has returned the product, whichever is earlier.
HashtagProjectX200923 will use the same means of payment used by the Buyer for refunds, unless the Buyer agrees to a different method. The refund is free of charge for the Buyer.
If the Buyer has chosen a more expensive method of delivery than the cheapest standard delivery, HashtagProjectX200923 does not have to refund the additional costs for the more expensive method.

Article 8 – Exclusion of the right of withdrawal

The Entrepreneur can exclude the following products and services from the right of withdrawal, but only if the Entrepreneur has clearly stated this in the offer, at least in time before the conclusion of the agreement:

Products manufactured to the Buyer’s specifications, which are not prefabricated and which are manufactured on the basis of an individual choice or decision of the Buyer, or which are clearly intended for a specific person;
Products that spoil quickly or have a limited shelf life;
Sealed products which are not suitable for return for reasons of health protection or hygiene and whose seal has been broken after delivery;
Products that are irrevocably mixed with other products after delivery;
Alcoholic beverages of which the price was agreed upon at the conclusion of the agreement, but of which the delivery can only take place after 30 days, and the actual value of which depends on fluctuations in the market over which the Entrepreneur has no influence;
Sealed audio, video recordings and computer software, the seal of which has been broken after delivery;

Article 9 – The price

During the period of validity stated in the offer, the prices of the products and/or services offered will not be increased, except for price changes due to changes in VAT rates.
By way of derogation from the previous paragraph, the Entrepreneur may offer products or services whose prices are subject to fluctuations in the financial market and over which the Entrepreneur has no influence, with variable prices. This fact that there are fluctuations and the fact that any prices quoted are indicative prices are indicated in the offer.
Price increases within 3 months after the conclusion of the agreement are only permitted if they are the result of legal regulations or provisions.
Price increases from 3 months after the conclusion of the agreement are only permitted if the Entrepreneur has stipulated this and:
1. they are the result of legal regulations or provisions; or
2. the Buyer has the right to terminate the agreement with effect from the day on which the price increase takes effect.

Article 10 – Delivery and execution

The Entrepreneur will exercise the greatest possible care in the receipt and execution of orders for products and in the assessment of requests for the provision of services.
The place of delivery is the address that the Buyer has made known to the Entrepreneur via the Platform.
With due observance of what is stated in this regard in Article 4 of these general terms and conditions, the entrepreneur will execute accepted orders with due diligence but no later than within 30 days, unless a different delivery period has been agreed. If delivery is delayed, or if an order cannot be fulfilled or can only be partially executed, the Buyer will be notified no later than 30 days after placing the order. In that case, the Buyer has the right to dissolve the agreement without costs and is entitled to any compensation.
After dissolution in accordance with the previous paragraph, the Entrepreneur will ensure that the amount paid by the Buyer is immediately refunded by HashtagProjectX200923.
The risk of damage and/or loss of products rests with the Entrepreneur until the moment of delivery to the Buyer or a representative designated in advance and made known to the Entrepreneur, unless expressly agreed otherwise.

Article 11 – Payment

If the Buyer is not acting in the course of his profession or business, the following applies: insofar as not otherwise stipulated in the Distance Agreement or additional conditions, the amounts owed by the Buyer must be paid within 14 days after the commencement of the cooling-off period, or in the absence of a cooling-off period, within 14 days after the conclusion of the Distance Agreement. In the case of a contract for the provision of a service, this period starts on the day after the consumer has received the confirmation of the contract.
When advance payment has been stipulated, the Buyer cannot assert any right regarding the execution of the order or service(s) in question before the stipulated advance payment has been made.
The Buyer has the duty to report any inaccuracies in the payment details provided or stated to HashtagProjectX200923 without delay.

Article 12 – Complaints procedure

The Entrepreneur has a sufficiently publicized complaints procedure and handles the complaint in accordance with this complaints procedure.
Complaints about the execution of the agreement must be submitted to the Entrepreneur within a reasonable time after the Buyer has discovered the defects, fully and clearly described.
Complaints submitted to the Entrepreneur will be answered within a period of 14 days from the date of receipt. If a complaint requires a foreseeably longer processing time, the Entrepreneur will respond within the period of 14 days with a confirmation of receipt and an indication of when the Buyer can expect a more detailed answer.

Article 13 – Disputes

Agreements between the Entrepreneur and the Buyer to which these general terms and conditions relate are exclusively governed by Ghana law.

[Adres consume(en)]

[Signature of consumer(s)] (only if this form is submitted on paper)

* Delete what is not applicable or fill in what is applicable.

Article 14 – Business Vendor Service Levels

The Business Seller shall meet the following service levels, which will determine the level of service provided by Business Seller to the customer:

Answer customer questions within 72 hours*;
Within 72 hours* at the Customer’s request, upload the invoice to the customer’s account;
Process customer cancellation requests within 72 hours;
Process and deliver orders within the promised delivery time;
Process returned items received within 72 hours.

* Saturdays, Sundays and Public Holidays do not count.