Terms and Conditions for Sellers

Ital Gifts is an online marketplace that connects shoppers looking for African and Caribbean inspired toys, artwork, clothing, jewellery, sculptures or music with a collection of creative independent sellers from around the world.

This service allows sellers to list certain item(s) for sale on Ital Gifts.

The website, ItalGifts.com is owned and operated by Ital Gifts Ltd.

This agreement contains the terms and conditions that govern the seller’s access and use of this services through a particular account or accounts and is an agreement between the seller or the business the seller represents and Ital Gifts.

By registering for or using the services the seller agrees to be bound by the terms of this agreement.

As used in this agreement, “we,” and “us,” means Ital Gifts and “you” means the seller, (if registering for or using a service as an individual), or the business the seller is employed by or represents (if registering for or using a Service as a business).

 

Enrolment

To begin the enrolment process, you must complete the registration process.

By registering for or using the services you confirm that you did not rely on any oral or written representations made by employees of Ital Gifts and/or any of its affiliates and that you chose the service based on your own due diligence and consideration.

Use of the services is limited to parties that can lawfully enter into and form contracts under applicable law.

 

Products and Product Information

You will provide accurate and complete information for item(s) you listed for sale and promptly update such information as necessary to ensure it at all times remains accurate and complete.

You will also ensure that your item(s) (including packaging) comply with all applicable laws (including all minimum age, marking and labelling requirements) and do not contain any sexually explicit, defamatory or obscene materials and do not violate any third party’s copyright, trademark, design, database or other rights.

You declare that your item(s) were not produced, manufactured, assembled or packaged by forced, prison or child labour.

 

Income

You will receive 90% of the sale price for your item(s) sold using our services, minus any eligible PayPal fees and/or taxes.

We will list your item(s) for sale and promote your item(s) and provide order information to you for each of your transactions.

Sales proceeds can be viewed at any time by logging into your dashboard.

 

Shipping and Handling Charges

You will determine shipping and handling charges for your item(s) sold on or through Ital Gifts.

 

Sale and Fulfilment

You will:

  • Source, sell, fulfil, ship and deliver your item(s) and be solely responsible for and bear all risk for such activities;
  • Package each of your item(s) in a commercially reasonable manner and ship each of your item(s) on or before its estimated ship date;
  • Not cancel any of your transactions
  • Provide Ital Gifts information regarding shipment, fulfilment and order status and tracking (to the extent available), in each case as requested by us
  • Ensure that you have the legal rights to sell all items made available for listing for sale

 

Cancellations and Returns

For all of your items you will accept and process cancellations, returns and adjustments.

 

Delivery Errors and Nonconformities; Recalls

You are responsible for any non-performance, non-delivery, misdelivery, theft or other mistake or act in connection with the fulfilment and delivery of your item(s). 

You are also responsible for any non-conformity or defect in or any public or private recall of, as well as any other safety concerns related to any of your items or other items provided in connection with your items. 

If we determine that the performance of your obligations under this agreement may result in returns, claims, disputes, violations of our terms or policies, or cause any other risks to Ital Gifts Ltd or third parties, then we may mitigate them including by determining whether a buyer will receive a refund, adjustment or replacement for any of your item(s) for as long as we determine any related risks to Ital Gifts Ltd or third parties persist.   

 

Ital Gifts Websites and Services

We have the right to determine, the design, content, functionality, availability and appropriateness of our website, selection, and any item(s) or listing.

We may assign any of these rights or delegate any of its responsibilities.

 

Term and Termination

The term of this agreement will start on the date of your completed registration for use of a service and continue until terminated by us or you as provided below.

You may at any time terminate your use of any service immediately and without notice.

We may suspend or terminate your use of any services immediately if we determine that

You have materially breached the agreement;

  • Your account has been used for deceptive or fraudulent or illegal activity; or
  • Your use of the services has harmed or our controls identify that it might harm other sellers, customers, or Ital Gifts’ legitimate interest
  • On termination of this agreement, all related rights and obligations under this agreement immediately terminate, except that

You will remain responsible for performing all of your obligations in connection with transactions entered into before termination and for any liabilities that accrued before or as a result of termination.

 

Licence

You grant us a royalty-free, non-exclusive, worldwide, right and licence for the duration of your original and derivative intellectual property rights to use, any and all of your materials for the services or other Ital Gifts Ltd product or service and to sublicense the foregoing rights to our affiliate.

 

Representations

Each party represents and warrants that: 

  • It has all requisite right, power and authority to enter into this agreement and perform its obligations and grant the rights, licences and authorizations its grants hereunder;
  • Any information provided or made available by one party to the other party or its affiliates is accurate and complete and it will promptly update such information as necessary to ensure it at all times remains accurate and complete
  • It will comply with all applicable laws in performance of its obligations and exercise of its rights under this agreement.

 

Indemnification

You will defend, indemnify, and hold harmless Ital Gifts Ltd and our officers, directors, employees, and agents, against any third-party claim, loss, damage, settlement, cost, expense, or other liability (including, without limitation, attorneys’ fees) arising from or related to

Your non-compliance with applicable laws;

Your item(s), including the offer, sale, refund, cancellation, return, or adjustments thereof, and any personal injury, death (to the extent the injury or death is not caused by Ital Gifts), or property damage related thereto;

Your taxes and duties or the collection, payment, or failure to collect or pay your taxes or duties, or the failure to meet tax registration obligations or duties; or

Actual or, based on specific indications, alleged breach of any representations you have made.

Ital Gifts Ltd will defend, indemnify, and hold harmless you and your officers, directors, employees, and agents against any third-party claim arising from or related to Ital Gifts Ltd’s non-compliance with applicable laws;

 

Limitation of Liability

Both parties are only liable for damages suffered as a result of wilful misconduct or gross negligence.  In case of minor negligence, the parties are only liable for injury to life, body, or health; or foreseeable typically occurring damages resulting from the breach of a fundamental contractual obligation.

 

Tax Matters

You agree that the price stated by you for your item(s) is inclusive of any VAT, customs duty, excise tax or other tax that may be required to be remitted in connection with such sale.

As between the parties, you will be responsible for the collection, reporting, and payment of any and all of your taxes.

 

Confidentiality and Personal Data

During the course of your use of the services, you may receive confidential information.

You agree that for the term of the agreement and 5 years after termination:

All Confidential Information will remain Ital Gifts Ltd’s exclusive property except for customer personal data owned by the respective customer;

You and your affiliates will use confidential information only as is reasonably necessary for your participation in the services;

You will not and will cause your affiliates not to, directly or indirectly (including through a third party) otherwise disclose confidential information to any individual, company, or other third party except as required to comply with the law; and

You will take all reasonable measures to protect the confidential information against any use or disclosure that is not expressly permitted in this agreement; and

You will retain confidential information only for so long as its use is necessary for participation in the services or to fulfil your statutory obligations (e.g. tax) and in all cases will delete such information upon termination or as soon as no longer required for the fulfilment of statutory obligations. 

 

Force Majeure

We will not be liable for any delay or failure to perform any of our obligations under this agreement by reasons, events or other matters beyond our reasonable control.

 

Relationship of Parties

You and we are independent contractors and nothing in this agreement will be construed to create a partnership, joint venture, agency, franchise, sales representative, or employment relationship between the parties.

Ital Gifts is not an auctioneer, neither is it an intermediary between the buyer and the seller.

You will have no authority to make or accept any offers or representations on our behalf.

You will not make any statement, whether on your site or otherwise, that would contradict anything in this section.  

This agreement will not create an exclusive relationship between you and us.

Nothing expressed or mentioned in or implied from this agreement is intended or will be construed to give to any person other than the parties hereto any legal or equitable right, remedy, or claim under or in respect to this Agreement.

 

Modification

We will provide at least 15 days’ advance notice for changes to the agreement.

However, we may change or modify the agreement at any time with immediate effect for legal, regulatory, fraud and abuse prevention or security reasons;

If any change is unacceptable to you, you agree not to use the services. 

 

Miscellaneous

The laws of the United Kingdom govern this agreement and all of its terms and conditions. Any dispute relating in any way to your use of the services or this agreement will be adjudicated in the courts of the district of the United Kingdom.

You may not assign this agreement, by operation of law or otherwise, without our prior written consent.  Any attempt to assign or otherwise transfer in violation of this section is void provided, however, that upon notice to Ital Gifts Ltd, you may assign or transfer this agreement, in whole or in part, to any of your affiliates as long as you remain liable for your obligations that arose prior to the effective date of the assignment or transfer under this agreement.

We retains the right to immediately halt any transaction, prevent or restrict access to the services or take any other action to restrict access to or availability of any inaccurate listing, any inappropriately categorized items, any unlawful items, or any items otherwise prohibited.

We may also communicate with you in connection with your listings, sales and the services electronically and in other media and you consent to such communications.

If any provision of this agreement is deemed unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from these terms and conditions and will not affect the validity and enforceability of any remaining provisions.  

This agreement represents the entire agreement between the parties with respect to the services and related subject matter described herein and supersedes any previous or contemporaneous oral or written agreements and understandings.