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Merchant Agreement

1. SCOPE

1.1 Digital Storeis an online platform through which registered merchants on the platform can sell their products on request by the consumers who desire to own the product or experience these services.

1.2 Digital Storerefers consumers (the public) to the merchant and receives payment on their behalf when they accept orders.

1.3 The registered merchant will actively operate on the platform by selling his/her products via Digital Store mobile application.

1.4 The Merchant authorizes Digital Storeto accept binding orders from customers on their behalf.

2. DIGITAL STOREAPP RIGHT AND OBLIGATIONS

2.1 The merchant acknowledges that the relationship between customers and Digital Storeis controlled by the privacy and the general terms and conditions, both available on the platform.

2.2 Digital Storewill present on the platform the vendors store front and inventory. The merchant will be responsible for listing their own products.

2.3 Digital Storeis authorized to cancel merchant's pending order if merchant refuses to accept order within 60 minutes.

2.4 In order to maintain its reputation for quality and high standard of service, Digital Storereserves the right to terminate the relationship with the merchant if merchant repeatedly receives bad reviews or complaints, or fails to comply with our recommendations.

3. RIGHT AND OBLIGATION OF A MERCHANT

3.1 The merchant will abide by the digitalstoretore.com.bd code of conduct or guidelines issued and all applicable laws and regulations applying to or affecting the consumers.

3.2 The merchant shall ensure that only its authorized persons/agents have access to this platform/service.

3.3 The merchant agrees to use this online platform to display products/goods approved only, as laid out, and not to use these areas to advertise ancillary information.

3.4 The merchant guarantees that the information provided by him will not be defamatory or infringe any copyright, trademark or other intellectual property rights or rights of any third party whatsoever.

3.5 Any photograph or video content will:

  • i) Be of a good quality in Digital Store’s opinion
  • ii) Not contain any promotion of the merchant, except for its own logo and store address.
  • iii) Only contain images related to the products.

3.6 The merchant holds all necessary authorities consent and licenses necessary to use, display, publish the content and has authority to grant Digital Storea license of these contents.

3.7 The merchant shall not use Digital Storename, logos, trademark or services of Digital Storein a defamatory or derogatory manner or in any way that might bring Digital Storeapp.com, the group or its directors, employees into disrepute.

3.8 The merchant shall provide a contactable telephone number and would be available at all times to receive the calls put across by Digital Storeapp.com.

3.9 The merchant is obliged to provide all the information necessary when listing a product on Digital Storeapp.com. This should include but is not limited to, detailed title and sub-title, price, quantity, picture and description.

3.10 The merchant guarantees that information listed on Digital Storerelating to his products satisfies all legal requirements, and in particular satisfies information requirements for consumer protection.

3.11 The merchant will be responsible for keeping an up-to-date inventory of all their products listed on Digital Storeapp.com.

3.12 If the merchant cannot fulfill an order submitted to him, he/she must decline the order as soon as possible and within 60 minutes of receiving the order at the latest.

3.13 The merchant agrees to adhere to his range of products and prices as provided to Digital Storeand as described on their listing on the platform. The merchant guarantees that there are no ongoing criminal, bankruptcy or tax proceedings or other penalties outstanding in relation to the products they are selling through the platform. The merchant further guarantees to take great care to keep up-to-date his range of products, stock count, prices and associated terms and conditions.

3.14The merchant representative is to provide Digital Storewith a copy of his/her valid identity card during registration, accept the terms at the execution of the contract.

3.15The merchant agrees to give Digital Store 1.5% discount on the gross revenue from their sales made through the Digital Storeplatform. Depending on the category it may be appropriate to agree different commission percentages for certain items or product categories.

3.16The merchant has consented that he/she should be removed if product/stock is not available repeatedly ( for a period of 7days ) and he/she has consistently failed to restock its products.

3.17 Merchant agrees to a 7 days return policy, except for perishable items .

4. FEES

4.1 Digital Storeshall only charge 1.5% processing fee on all credit withdrawals from the merchant's Digital Store wallet.

4.2 Digital Storereserves the right to require the merchant to pay a deposit before making the services available to the merchant.

4.3 Digital Storemay start charging additional fees for the sale of goods through the platform at any point. These may include but are not limited to, listing fees, multiple photos fees and enhanced marketing fees. In the event of the introduction of further fees, the merchant will be notified prior to their commencement in writing and they will have the option to opt out.

4.4 Digital Storereserves the right to adjust the withdrawal fees, provided suitable notice is served in advance to the merchant. Digital Storewill give the merchant adequate notice of any commission changes, in writing. This does not cover adjustments that constitute a material changes of the contract terms, which require an additional agreement on the change.

5. CUSTOMER ONLINE PAYMENT

5.1 On all orders, Digital Storedebits customers’ wallet for the relevant order in Digital Store’s name on behalf of the merchant, and credits merchant’s wallet as soon as order delivery is confirmed by the shopper.

5.2 The merchant will keep receipts of deliveries to customers for at least 8 weeks and make those available on request. In case of problems that may cause the order to be rescinded, or in case of a delivery failure, the merchant must immediately notify Digital Storeby phone so that the wallet debit may be cancelled.

6. INVOICING AND MERCHANT PAYMENT

6.1 Digital Store’s invoices may be delivered by email, online, fax, post or in person. They include Digital Store’s claims on the merchant, commission, and if applicable, other fees as stated in clause 4.4

6.2 Unpaid invoices should be reported within 48hours of withdrawal for verification and payment

6.3 Digital Storededucts all agreed commission before paying the merchants.

6.4In case the merchant receives the payment of sold products/services directly, merchant is bound to pay the agreed commission to Digital Storein 48 hours of completing transaction.

6.5Payments would be made by bank transfer or crossed cheque payable to a provided account details.

7. LIABILITY

7.1All warranties, conditions, representations or other terms implied by statute or common law in relation to the application(s) and any services provided to the merchant by Digital Storeare excluded to the fullest extent permitted by law.

7.2Digital Store shall not be liable to the merchant under or in connection with the content of any loss of business, contracts, profits, anticipated profits, and savings or for any indirect loss or damage whatsoever.

7.3Digital Store shall not be liable for any liability caused by the merchant’s breach of the contract. This includes delivery and return fees where the reason for return is caused by the merchant.

7.4The merchant accepts full liability for and shall indemnify Digital Store on demand against any and all claims, losses, damages costs and expenses (including reasonable legal and other professional fees) incurred by Digital Store in relation to any third party claim arising from the content or misuse by the merchant of the services except to the extent that the foregoing results directly from the negligence of Digital Storeapp.com.

7.5Digital Store cannot guarantee that its service will be free from all malfunctions, but will exercise all reasonable care and skill to resolve any such case.

7.6VAT liability rests with the merchant and Digital Store will not be responsible for any VAT issues.

7.7The merchant agrees that this clause 7 is fair and reasonable.

8. CONFIDENTIAL

8.1Both parties are obliged to treat confidentially the content of this agreement, as well as all other information and data they acquire in connection with the partnership, and not use it for purposes outside the scope of this contract or pass it on to third parties. This obligation is in force for 1 year after the termination of the contract. Both parties are obliged to follow privacy laws and handle accordingly all data related to customers, suppliers and business partners.

9. LICENCE

9.1 Subject to your compliance with these conditions of use and any service terms, and your payment of any applicable fees, Digital Store grants you a limited non-exclusive, non- transferable, non-sub licensable license to access and make commercial use of this platform.

9.2 Digital Store has the right to freely maintain the merchant’s listing and its ranking on the website. Digital Store offers customers the opportunity to give ratings and reviews of the merchant’s goods and services on the website, and has the right but not the obligation to publish these online and make them visible to all customers. Digital Store reserves the right to delete ratings and reviews.

9.3 Digital Store may scan, transcribe, and publish online the merchant’s listings, logos and other materials required. The merchant grants to Digital Store a royalty-free, perpetual, unrestricted license to use and distribute any materials provided by him, for the purpose of advertising Digital Store’s service. In particular, this includes use in google AdWords campaigns, domain name registrations and other online marketing and search engine optimization measures.

10. TERMS AND EFFECTS OF TERMINATION

10.1 Each contract shall continue until terminated in accordance with these merchant’s terms and conditions.

10.2 Either party may terminate the contract immediately without written notice to the either party if the other party:

  • i) Commits any material or persistent breach of the contract and the party has failed to remedy the breach within 14 calendar days of receipt of a written notice giving particulars of the breach and requiring it to be remedied.
  • ii) If the other party is subject to a force majeure event that continues for longer than one month.
  • iii) On termination of the contract for whatever reason;
  • iv) All fees due for the merchant to Digital Store shall immediately become deductible and the merchant shall immediately pay Digital Store such sums in full.
  • v) The merchant shall immediately cease using the services and permanently delete any access passwords for the services or upload systems.

10.4 This agreement is valid as soon as the merchant accepts the contract, or fulfils an order referred by Digital Storeapp.com, and remains valid indefinitely, until termination by either party.

10.5 The right to immediate termination in particular covers the case where the merchant repeatedly receives negative rating and reviews on the platform and when these are not obviously justified.

  • i) Providing misleading information or withholding information required to present merchant’s item is also grounds for immediate termination.
11. GENERAL

11.1 Nothing in these merchant terms and conditions shall be deemed to create an exclusive arrangement between the merchant and Digital Storeapp.com.

11.2 The merchant may not assign, transfer or dispose of the benefit or burden of the contract without prior written consent of Digital Store.

11.3 Any notice required or permitted to be given by either party to the other under the contract shall be in writing and addressed to that other party at his registered office or principal place of business.

11.4 Digital Store reserves the right to modify this general terms and conditions without giving any justification. In that case, Digital Store will give the merchant adequate notice via email.

11.5 The changed terms and conditions are considered agreed by the merchant if he/she does not object to them in writing within two weeks of receiving such notice of change.

11.6 Any terms and conditions of the merchant are not part of this agreement unless Digital Store expressly agrees to adhere to them in writing.