Seller Terms & Conditions

Makesmehealthy.com - Seller Terms and Conditions

We are: makesmeahealthy.com [1].

We can be contacted by: calling +44(0)1484533800 during office hours; or

emailing us

Please read the terms and conditions set out below (“Terms and Conditions”) carefully before becoming a Seller on our Website. By becoming a Seller you agree to be bound by these Terms and Conditions.

1. Definitions

“Agreement” is a reference to the contract between the Seller and us as evidenced in these Terms and Conditions and any other documentation that we may provide to you;

“Buyer” means any person who purchases any Goods sold by you and displayed on our Website and all users of the Website;

“Content” is a reference to any material including but not limited to photographs, information, data, software, videos, text, music, sound, graphics, messages posted by you or other users on our Website;

“Good(s)” is a reference to the goods which are advertised for sale and sold by Sellers on our Website;

“Listing Guidelines” is a reference to the guidelines issued from time to time by us to Sellers as displayed on the Website and in these Terms and Conditions;

“Seller”, “you”, “your” and “yours” means you an entity or person who advertises and sells Goods on our Website;

“we”, “us” and “our” are references to Makesmehealthy.com; and

“Website” is a reference to the website, www.makesmehealthy.com, which is run and operated by us and on which these Terms and Conditions are displayed.

2. Becoming a Seller

2.1 We provide a venue for you to promote and sell your Goods to Buyers. In order to open a store with us you must first register with us via the Website.

2.2 When you have completed the online form your application will then be reviewed by us for suitability. If your application is approved you will be sent an email containing a link to activate your account. Once you have activated your account you may then set up your profile and populate your store. Any username you choose to use must not be offensive or obscene and must meet the requirements displayed on the Website.

2.3 You may upload a photo gallery which must meet our requirements. All photos must be in JPEG image format and have a minimum resolution of 1280 pixels on the longest side. Photos may be altered by us to fit the current accepted picture size.

2.4 We do not process payment transactions between you and Buyers and the contract for the sale of Goods is between you and the relevant Buyer, not with us.

2.5 By registering with us you agree to be bound by these Terms and Conditions and to the Listing Guidelines displayed in these Terms and Conditions.

2.6 There is no fee to open a store on our Website. Fees are charged on the Goods sold in accordance with our Fee Policy.

2.7 You must be 18 years or over in order to register as a Seller and open a store.

2.8 You agree to take particular care when providing us with your details and warrant that these details are accurate and complete at the time of registration and are not false or misleading or misrepresent your identity. You must provide us with valid and complete contact details and a valid email address. Any material changes to this information must be notified to us as soon as possible.

2.9 Buyers are encouraged to provide feedback and rate Sellers. You agree that in becoming a Seller we may, either by ourselves or through a third party,

- approach Buyers to obtain feedback on the Goods that you have sold, and

- publish feedback and ratings on you obtained from Buyers on our Website.

2.10 We cannot be held liable for any derogatory or negative feedback received from Buyers. If the majority of feedback is negative then we may remove you as a Seller.

2.11 Sellers must comply with all laws and regulations (in particular, the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, the Consumer Rights Act, 2015, the Data Protection Act, 2018, the General Data Protection Regulation 2016/679, the Privacy and Electronic Communications Directive (2002/58/EC) and the Electronic Communications (EC Directive) Regulations 2003 as may be amended and updated from time to time) concerning online trading including providing clear details of cancellation terms and delivery and refund policies.

2.12 For the avoidance of doubt, Sellers do not receive protection afforded under the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013, the Consumer Rights Act, 2015 and the Sale of Goods and Supply of Services Act, 1979, as amended, in relation to this Agreement.

2.13 We reserve the right to amend and update the information displayed on a Seller’s profile on our Website where we reasonably consider that this is required however the obligation to ensure compliance with all legal requirements applicable to the sale of Goods by the Seller shall rest with the Seller.

2.14 We run and operate a PayPal Marketplace account. In order to accept and process payments from Buyers, Sellers can sign up to our PayPal Marketplace account which will be linked to your store page. Alternatively, we can process your payments by bank transfer.

2.15 You are required to agree to keep your store active on the website for a minimum term of 1 month. After 1 month you may close your store (if you wish to do so) at any time by selecting the status > disabled tab within your account. Your store front will be immediately closed and no further transactions will take place. You will be required to fulfil all pending orders which have been placed with you.

3. Listing Goods

3.1 Full details of Goods you offer for sale may be uploaded onto our Website using the online template. The completed template may be reviewed by us (and may be amended) to ensure that it is in compliance with the Listing Guidelines prior to being displayed on our Website.

3.2 You warrant that you are legally authorised to list all Goods which you upload to the Website.

3.3 The decision to list Goods, is at our absolute discretion and we may refuse to list Goods which we consider in our absolute discretion are not suitable for the Website or our business.

4. Listing Guidelines

4.1 When you list Goods for sale and upload Content you agree to follow these guidelines. A failure to do so will result in your Goods not being listed and in some cases, your store being closed. In exceptional cases a failure to follow these guidelines may result in you being reported to the police.

4.1.1 The Seller must be the legal owner of the Goods at the time of listing.

4.1.2 Goods offered for sale must fit with the promotion of healthy products by makesmehealthy.com.

4.1.3 No pornographic or obscene Goods should be listed on the Website nor should any of the items listed be designed to incite violence or racial hatred or contravene any law or regulation.

4.1.4 You must ensure that your description of the Goods is not false, inaccurate or misleading and complies with the British Code of Advertising Practice in all respects.

4.1.5 Hyperlinks are not permitted unless we authorise links to Facebook, Twitter and other social media sites on your store page as well as links to your own website.

4.1.6 No counterfeit Goods may be sold on our Website. You must not infringe someone else’s copyright or intellectual property when listing Goods or uploading Content.

4.1.7 You should not use any names, logos and trademarks unless owned by you or are used by you under licence.

4.1.8 You must be legally entitled to display any graphics used in connection with listing Goods, or uploading Content.

4.1.9 We reserve the right to alter, amend or withdraw any listing at any time where we consider it appropriate to do so.

4.1.10 Any special terms or conditions which you wish to draw to the Buyer’s attention must be displayed when you upload details of the Goods. Postage costs and the different methods of postage available must be clearly displayed. Sellers must ensure that full details concerning cancellation and refund policies are displayed and notified to Buyers prior to purchase.

4.1.11 You must de-list immediately or mark as out of stock all Goods which are either sold out or no longer available for sale by you.

4.2 The following items are prohibited from being listed for sale on our Website and we reserve the right to immediately suspend the listing and where appropriate, ban users who deliberately breach our terms -

4.2.1 Medicines that require a prescription.

4.2.2 All weaponry including firearms, ammunition knives and swords.

4.2.3 Soliciting/selling stolen property.

4.2.4 Items which are designed to incite violence or racial hatred or contravene any law or regulation.

4.2.5 Illegal services or items.

4.2.6 Hate material.

4.2.7 Chemicals and hazardous or explosive materials.

4.2.8 Illegal drugs.

4.2.9 Pornography and adult material/goods.

4.2.10 Goods which are unauthorised copies, unauthorised replicas, counterfeit, in breach of copyright or infringe a third parties’ intellectual property rights.

4.3 We reserve the right to review and approve all Content uploaded to our Website at any time. We may decide, without notice to you, to remove, amend or delete any Content or listing where we consider at our sole discretion that such Content or listing is either bogus or in breach of these Terms and Conditions.

5. Using our Website

5.1 When using our Website you shall not: (i) send or store material containing software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents or programs; (ii) interfere with or disrupt the integrity or performance of the Website or the data contained therein, or our servers or networks; (iii) attempt to gain unauthorised access to the Website or its related systems or networks or to any other computer system or website; or (iv) take any action that imposes an unreasonably or disproportionately large load on our system.

5.2 You must not use the Website for spamming, unsolicited or unauthorised advertising, “chain letters” or sending unsolicited, abusive or threatening emails to users. You are not permitted to sell or place advertising on your portfolio page or any other page of our Website.

5.3 You cannot publish the contact details of another user or Buyer on the Website.

5.4 You may only modify or add Content to the Website where specifically permitted. Under no circumstances may you block, obscure, overwrite or modify any content or pages generated by us. All other site locations or components of our Website pages are strictly for our use.

5.5 We reserve the right to cancel or suspend your authority to use our Website at any time should we reasonably consider or suspect that you have acted in breach of these Terms and Conditions or the Listing Guidelines.

6. Fee Policy

6.1 We do not charge you for registering with us as a Buyer or opening a store. We charge a transaction fee for each item which is listed on the Website and sold by you. Fees are payable even where you may have finalised the sale or received payment outside of the Website.

6.2 Our current fees are 9% and displayed on the Website, here . Transaction fees charged by PayPal are currently 3.4% + £0.20 for all UK Transactions.

6.3 Our fees and PayPal transaction fees will be deducated from the selling price.

6.4 We may change our fees at any time. Any changes will be published on the Website 30 days in advance of the change.

7. Customer Refunds and Cancellations

7.1 Customers will be entitled to the benefit of the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and the Consumer Rights Act, 2015 which you are obliged to comply with in full.

7.2 Refunds and cancellation policies for Goods must be clearly displayed by you on the Website and must comply with the Consumer Contracts (Information, Cancellation and Additional Charges) Regulations 2013 and Consumer Rights Act, 2018.

8. Delivery of Goods to Buyers

8.1 You must despatch all Goods sold to Buyers within the 3 working days of the Buyer making payment.

8.2 Delivery must be made using a reputable courier or postal service for the delivery service selected by the Buyer to the address specified by the Buyer.

8.3 All Goods must be securely packaged for delivery.

9. Complaints

Complaints made by Buyers concerning the Goods sold by the Seller must be dealt with by the Seller fairly, promptly and reasonably. In the event any dispute arises between a Buyer and a Seller concerning Goods provided by the Seller we will liaise with both parties to try to resolve the dispute amicably and any decision we make concerning the dispute shall be binding on the Seller.

10. Restricting Funds

10.1 To protect against the risk of liability, we may request, that PayPal restrict access to funds in a Seller’s PayPal account based on certain factors, including, but not limited to, selling history, seller performance, riskiness of the listing category, or the filing of complaints. This may result in PayPal determining to restrict funds in your PayPal account in order to manage PayPal's risk exposure pursuant to PayPal policies.

11. Intellectual Property Rights

11.1 Ownership in, and all rights created in relation to the contents of this Website vest in us absolutely unless otherwise indicated. The collection, arrangement and assembly of all content on the Website is the exclusive property of Makes me healthy Ltd and is protected by copyright. You must not modify, copy, reproduce, upload, post, transmit or distribute by any means or in any manner whatsoever, any material or information or download from our Website except where expressly invited to do so or indicated on our Website.

11.2 You are not permitted or licensed to reproduce, copy or use in any way the trade marks, logos and other intellectual property rights that we own except as expressly set out in these Terms and Conditions.

11.3 You warrant that you are the legal owner of, or legally authorised to use, the intellectual property rights in any Content that you display on our Website. You retain any intellectual property rights in the Content that you post to the Website and you grant to us, our successors and assigns, an irrevocable, perpetual, royalty free, worldwide, non-exclusive, fully paid licence to reproduce, copy, translate, distribute, commercially exploit or otherwise use such Content.

12. Your Information

12.1 Where we have requested information from you to register you as a Seller, you agree to provide us with accurate, up to date and complete information.

12.2 We reserve the right to verify with third parties the accuracy of information that you provide to us.

12.3 You authorise us to use, store or otherwise process your personal information in order to provide our services to you. Any personal data that we may collect from you will be processed and stored in accordance with our Privacy Policy.

12.4 Where you have posted reviews or submitted articles for publication on our Website you acknowledge and agree that in doing so you consent to the re-publication of such reviews or articles on third party websites that we may select from time to time.

13. Linked Sites

13.1 There may be a number of links on our Website to third party Websites. We do not represent the quality of the goods or services provided by such third parties nor do we have any control over the content or availability of such sites. We cannot accept any responsibility for the content of third party Websites or the services or goods that they may provide to you.

13.2 We have links to other websites which promote our Website and the Content on our Website. You hereby acknowledge and agree that your details including details of either the Goods that you sell, may be displayed on such third party sites for advertising and publicity purposes and you hereby grant us and such third parties a limited licence to replicate details of your Goods and to use your trade mark or logo for such advertising and publicity purposes.

14. Limitation of Liability and Indemnity

14.1 We disclaim any and all liability to you for the supply of our services that we provide to the fullest extent permissible under applicable law. If we are found liable for any loss or damage to you such liability is limited to the amount of any fees you may have paid to us in the year in which the claim has arisen. We cannot accept any liability for any loss, damage or expense, including any direct or indirect loss such as loss of profits, to you howsoever arising. This limitation of liability does not apply to personal injury or death arising as a direct result of our negligence.

14.2 We do not accept liability for any indirect loss, consequential loss, loss of data, loss of income or profit, loss or damage to goodwill, loss or damage to property and/or loss from claims of third parties arising out of the use of the Website or for any services we may provide to you.

14.3 We shall not be held liable for any misrepresentations other than fraudulent misrepresentations.

14.4 Your use of the Website and our services is without any warranty or guarantee and is entirely at your own risk.

14.5 We do not accept any liability for any delays, failures, errors or omissions or loss of transmitted information, viruses or other contamination or destructive properties transmitted to you or your computer system via our Website.

14.6 We cannot warrant that use of the Website will be error free or fit for purpose, timely, that defects will be corrected, or that the site or the server that makes it available are free of viruses or bugs or represents the full functionality, accuracy, reliability of the Website and we do not make any warranty whatsoever, whether express or implied, relating to fitness for purpose, or accuracy

14.7 We shall not be held liable for any failure or delay in performing this Agreement where such failure arises as a result of any act or omission which is outside our reasonable control such as an act of God or those of third parties.

14.8 You hereby agree to fully indemnify us on demand and hold us harmless against any losses, damages, costs (including all reasonable legal and administrative costs) and expenses, including all consequential losses such as loss of profit, loss or damage to goodwill or reputation, and/or loss from claims by third parties or any Buyers suffered or incurred by us as a result of (i) your breach of these Terms and Conditions, (ii) the supply or failure to supply the Goods to a Customer, and/or (iv) your improper use of the Website or your breach of any law or the rights of a third party.

15. General

15.1 We may subcontract any part or parts of our performance of this Agreement from time to time and we may assign or novate any part or parts of our rights and obligations under this Agreement without your consent or any requirement to notify you.

15.2 We reserve the right to cancel or suspend this Agreement or your authority to use our services or our Website at any time

15.2.1 should we reasonably consider or suspect that you have acted in breach of these Terms and Conditions or the Agreement;

15.2.2 should we reasonably consider or suspect that you have damaged or harmed (or intend to damage or harm) our reputation or goodwill;

15.2.3 if the Seller is declared bankrupt or insolvent or a petition is granted for its winding up or makes any arrangement with or for the benefit of its creditors; or

15.2.4 where we have received negative feedback from a Buyer concerning you or the Goods or sold by you.

15.3 We may alter or vary the Terms and Conditions at any time. All changes will be posted on the Website and you will be notified 30 days in advance of the changes taking effect.

15.4 This Agreement constitutes the entire agreement between you and us. No other terms whether expressed or implied shall form part of this Agreement. In the event of any conflict between these Terms and Conditions and any other term or provision, these Terms and Conditions shall prevail.

15.5 If any term or condition of our Agreement shall be deemed invalid, illegal or unenforceable, the parties hereby agree that such term or condition shall be deemed to be deleted and the remainder of the Agreement shall continue in force without such term or condition.

15.6 These Terms and Conditions and our Agreement shall be governed by and construed in accordance with the laws of England and Wales. The parties hereto submit to the exclusive jurisdiction of the courts of England and Wales.

15.7 No delay or failure on our part to enforce our rights or remedies under the Agreement shall constitute a waiver on our part of such rights or remedies unless such waiver is confirmed in writing.

15.8 It is not intended that the undertakings and obligations of the parties set out in this document shall be for the benefit of and capable of being enforced by any other person by virtue of the Contracts (Rights of Third Parties) Act 1999.

June 2018.


[1] Makes me healthy Ltd, (registration no. 09827192) 8 Queens Mill Road, Queens Mill Industrial Estate, Huddersfield, West Yorkshire HD1 3RR.