Selling Policies and Seller Code of Conduct (the “Terms”)

These are the Terms governing your access to and use of the online marketplace platform and search engine (the “Platform”) of [insert name of company] (“Numu”). By using the Platform, you represent that you agree to comply with the Terms. All sellers (“Seller(s)”) are expected to adhere to the Terms when listing products on the Platform. Seller offenses and prohibited content can result in suspension of your account.

Eligibility for Membership

Numu wishes to ensure that the Sellers are able to form legally binding contracts. Without prejudice to any other rights and remedies of Numu under the Terms or at law, Numu reserves the right to limit or withdraw access to the Platform or the membership of any person if Numu believes that this person is not eligible to be a member on the Platform. The Platform is not available to persons whose membership has been suspended or withdrawn by Numu. Further, if you are registering as a business entity, you represent that you have the authority to bind that entity to the Terms and that you and the business entity will comply with all applicable laws relating to online trading. 

Services 

Provided being eligible for membership and following the registration, the Seller shall have his/her business page displayed on the Platform and will be able to:

• List products, accept orders from buyers and invoice, and where applicable, ship and deliver the products directly to the buyers;
• Communicate with customers through buyer-seller messaging;
• Access basic data reports as delivered by Numu’s vendor panel 

(collectively, the “Services”).

Seller code of conduct 

The Terms require that Sellers act fairly and honestly on Numu to ensure a safe buying and selling experience. All Sellers must:

• Provide accurate information to Numu and our customers at all times; 
• Act fairly and not misuse Numu’s features or services; 
• Not attempt to damage or abuse another Seller, their listings or ratings; 
• Not attempt to influence customers’ ratings, feedback, and reviews; 
• Not send unsolicited or inappropriate communications including any non-electronic direct mail marketing; 
• Not contact customers except by electronic communication strictly necessary to complete a buyer’s transaction or to respond to a customer service enquiry made by such buyer concerning such transaction; 
• Not attempt to circumvent the Numu sales process; 
• Not make a product available at a price higher than that charged for the said product by the Seller or through any comparable platform for delivery services; 
• Not operate more than one selling account on Numu without a legitimate business need; 
• Not sell, exchange, disclose or transfer to any third party, any data passed to them as a result of any transaction on the Platform (e.g., personal data of any user), or permit any third party to have access to the same;
• Not use any domain name (or any part of it) on Numu and/or the Platform and/or otherwise in any communications that they have with any user.

Violating the Terms or any other Numu policies may result in actions against your account, such as cancellation of listings, suspension or forfeiture of payments, and removal of selling privileges. More details about these policies are below.

Accurate Information

You must provide accurate information to Numu and our customers, and update the information if it changes. For example, this means that you must use a business name that accurately identifies your business and list your products in the correct category.

Acting Fairly

You must act fairly and lawfully and may not misuse any service provided by Numu. Examples of unfair activities include:

• Providing misleading or inappropriate information to Numu or our customers, such as by creating multiple detail pages for the same product or posting offensive product images; 
• Manipulating sales rank (such as by accepting fake orders or orders that you have paid for) or making claims about sales rank in product titles or descriptions; 
• Attempting to increase the price of a product after an order is confirmed; 
• Attempting to damage another Seller, their listings or ratings. 

Ratings, Feedback, and Reviews

You may not attempt to influence or inflate customers’ ratings, feedback, and reviews. You may request feedback and reviews from your own customers in a neutral manner, but may not:

• Pay for or offer an incentive (such as coupons or free products) in exchange for providing or removing feedback or reviews; 
• Ask customers to write only positive reviews or ask them to remove or change a review; 
• Solicit reviews only from customers who had a positive experience; 
• Review your own products or a competitors’ products.

Communications

You may not send unsolicited or inappropriate messages. All communications to customers must be sent through buyer-seller messaging, and be necessary for fulfilling the order or providing customer services. Marketing communications are prohibited. As set by the platform, buyer-seller messaging can only be initiated by a first message from the buyers

Sellers’ Privacy Policy

You agree not to:

• Sell, exchange, disclose or transfer to any third party, any data passed to them as a result of any transaction on the Platform (e.g., personal data of any user), or permit any third party to have access to the same; 
• Send to any user any non-electronic direct mail marketing; 
• Send to any user any electronic communication except as necessary to complete a buyer’s transaction or to respond to a customer service enquiry made by such buyer concerning such transaction; 
• Use any domain name (or any part of it) on Numu and/or the Platform and/or otherwise in any communications that they have with any user; 
• Target unsolicited communications of any kind to any user. 

Customer Information

If you receive customer information such as addresses or phone numbers to fulfill orders, you may use that information only to fulfill orders. You may not use customer information to contact customers (except through buyer-seller messaging) or share it with any third-party. 

Circumventing the Sales Process

You may not attempt to circumvent the Numu sales process or divert Numu customers to another website. This means that you may not provide links or messages that prompt users to visit any external website or complete a transaction elsewhere. 

Use of Selling Account on Numu 

You are responsible for maintaining the confidentiality of, and restricting access to and use of, your account and password, and accept responsibility for all activities that occur under your account and password. You agree to immediately notify Numu of any unauthorized use of your password or account or any other breach of security. In no event will Numu be liable for any direct, indirect or consequential loss or loss of profits, goodwill or damage whatsoever resulting from the disclosure of your username and/or password. You agree to reimburse Numu for any improper, unauthorized or illegal use of your account by you or by any person obtaining access to the Platform, services or otherwise by using your designated username and password, whether or not you authorized such access.

Multiple Selling Accounts on Numu

You may only maintain one Seller account unless you have a legitimate business need to open a second account, provided that all of your accounts are in good standing. If any of your accounts are not in good standing, we may deactivate all of your selling accounts until all accounts are in good standing.

Examples of a legitimate business justification include:

• You own multiple brands and maintain separate businesses for each; 
• You manufacture products for two distinct and separate companies. 

Pricing 

In consideration of the Services, Numu will charge you a service fee (the “Fee”).

Numu shall calculate the Fee by multiplying the total price of the product(s) sold by the Seller via the Platform (including any VAT or other governmental sales taxes) by the Fee percentage set forth in Our Pricing Page.

All delivery fees (if applicable) as set by Numu and are usually settled by the Buyers, the Seller does not have to cover such delivery fees unless the Sellers elects to do so.

Disbursement Mode

Numu will receive the transaction price from the Buyers on behalf of the Seller and will disburse the aggregate price of the transactions carried out on behalf of the Seller during a relevant week, on the last business day of the following week, after deduction of the correspondent Fee. Numu will keep record of accounts after each completed transaction and those records are accessible to the Seller through the Platform. Numu will provide the Seller with a weekly statement of account detailing all the transactions completed during the preceding week. The above-mentioned disbursements for balance settlement will be made in local market currency. The Seller is responsible for providing Numu with the required bank account information. 

Limitation of Liabilities

To the extent permitted by law, Numu, its officers, employees, agents, affiliates and suppliers shall not be liable for any loss or damage whatsoever whether direct, indirect, incidental, special, consequential or exemplary, including but not limited to, losses or damages for loss of profits, goodwill, business, opportunity, data or other intangible losses arising out of or in connection with your use of the Platform, its services or the Terms (however arising, including negligence or otherwise and whether or not Numu has been advised of the possibility of such losses or damages).

If you are dissatisfied with the Platform or any content or materials on it, your sole exclusive remedy is to discontinue your use of it. Further, you agree that any unauthorized use of the Platform and its services as a result of your negligent act or omission would result in irreparable injury to Numu and Numu shall treat any such unauthorized use as subject to the Terms.

Filing Infringement Notices as an Agent or Brand Protection Agency

Numu understands that many brands may choose to have brand protection agencies or agents report intellectual property infringement on their behalf and accepts submissions from authorized agents. However, Numu does not permit individuals with active selling accounts to file infringement notices as an agent of a brand when the filing of those notices could benefit their own selling account (through removing competing listings, for example). Any Sellers filing notices as an agent to benefit their own status as a seller may have their selling account terminated.