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Terms and conditions for Sellers on our Platform
This document represents the terms and conditions (hereinafter, the “Terms and Conditions”) that apply to Sellers registered on the Platform www.Recovo.co company with the social name of Recovo lab SL (hereinafter, “Recovo”) .
Recovo is a marketplace for the sale of surplus fabrics in stock. In Recovo you can sell (your) stocks of surplus fabrics.
In these Terms and Conditions the following words have the meaning detailed below:
|Seller / s||Users who sell their surplus fabrics in Recovo.|
|Buyer||The user who purchases items (surplus fabrics) on the Recovo Platform.|
|Transport company||The company that is responsible for transporting the items offered on the Platform integrated into the marketplace.|
|The Recovo commission||The amount that Recovo receives for the provision of the service through the Platform. Recovo receives, for the provision of its services, a fixed fee for each transaction that takes place in the Recovo marketplace|
|Sales that occur on the Platform||Any sale caused through the Platform and that is concluded directly between the Seller and the Buyer. Recovo will not be a party to these sales or act at any time as an agent for either party.|
1.SELLER REGISTRATION AND ACCOUNT CREATION
To start selling your fabrics on our Platform, it is necessary to complete the registration as a Seller.
Unless otherwise stated by Recovo the registration will need to be done by the seller itself.
You can register on our Platform in the “SELL” section in the main menu and in “how to sell” in the footer. We will ask you to complete some fields with your company information or with your personal information if you are an individual. Before completing the online registration, you must accept these Terms and Conditions by clicking on the acceptance checkbox provided for this purpose.
Once the request is received, we will send you an email indicating the following steps to follow:
a) Complete the product upload file with the information of your fabrics (Step 2). We will ask you to download the file, complete it with the information on the fabrics you are going to sell (composition, price, gr / m2, width, etc.), and send it to us by email.
b) Send a sample to the Recovo offices of the fabrics you want to sell. (Step 3)
After having evaluated the information in your profile, Recovo will conclude with the approval or denial of your profile as a Seller. You will receive the confirmation in your email in addition to your credentials to access the Platform. Before that, you have to sign the collaboration contract which specifies the particular conditions that apply to the seller in its relationship with Recovo.
In the event of being denied, the Recovo profile must indicate the reasons for such denial and return the samples at their full cost and immediately delete all the Seller’s data.
Until you receive approval for the account, you will not be able to sell on the Platform.
All data from the Seller received under this clause or any other of these Terms and Conditions will be subject to the obligations derived from the confidentiality indicated in clause 18.
In Recovo you can sell the types of items detailed below:
Surplus, production leftover or deadstock fabrics, yarns and trimmings:
– Produced ethically following the universal code of conduct and respect for human rights
– That they do not spread animal abuse
– That their quality and condition is valid for use. No stains, defects, or broken.
– Any product different that deadstock won’t be accepted.
1.2 SAMPLES OF ITEMS
In step 3 of your registration as a Recovo Seller, we will ask you to send us a 1m sample of the fabrics you want to sell on our Platform.
The deadline to complete this step is 5 days after completing step 2 and after completing the request for samples by Recovo lab s.l.
In this way, we can assess its quality and if everything is correct, complete your profile and register as a Seller in Recovo.
Any shipping costs will be fully assumed by the Seller who has requested registration on the Platform and will be made at the following address:
Att. Mónica Rodríguez from Recovo lab sl
Via Augusta, 35, floor 1 door 4, 08006 Barcelona, Spain
Recovo’s business is the intermediation in the sale of fabrics, not the sale of samples. The Seller acknowledges and authorizes Recovo to sell it solely to attract customers or promote it. We offer a sample service to buyers. We use the 1m samples mentioned above, we divide them into 8cm chunks to be able to offer sample service to our buyers.
The Seller’s fabric samples act as a representation of the overall quality of the fabric in your warehouse. The Seller agrees and confirms it.
The number of samples sent must coincide with the total number of fabrics to be offered for sale on the Platform indicated in the product upload file.
After we have reviewed the samples, if everything is correct, we will activate your account as a Seller. You will receive a confirmation email.
1.3 PUT YOUR PRODUCT ON SALE
Recovo takes care of the necessary steps to put your items on sale:
-Professional product photography
-Descriptions and characteristics following the data provided
-Upload the product to the Platform and put it on sale
-Promotion of fabrics to encourage their sale
-Management of service and sending off samples for interested buyers
1.4 PRODUCT INFORMATION
The fabric information provided by the Seller is believed to be accurate. Any claim of the same by the Buyer (weight, width, color, composition) will be with the Seller, in no case of Recovo.
It is the Seller’s obligation to check that all the information is correct. The minimum sale of fabric is 5 meters.
In case you do not agree with the information of the articles uploaded to the Platform, you can send an email to [email protected] with the subject “Product review” and we will update the information with your comments.
The Seller is the one who sets the price per meter. But, these prices must have a discount of at least 30% on its original price as new fabric.
Recovo has the right to modify the economic conditions of its service at any time. In such case, Recovo will notify electronically such update and, consequently, such change will be updated in the present Terms.
2. ORDERS PLACED BY BUYERS
When the Buyer buys an item, Recovo lab notifies the Seller via email to the contact email provided informing of the order, preparation, and shipping instructions.
The Seller has 24 hours to accept the order and the following 48 hours to prepare and request collection.
In total, the Seller has a maximum time of 72h from receiving the shipping notification until the order has been collected by the carrier and sent to the Buyer.
The indicated deadlines will be understood during business hours and therefore will be excluded from the calculation on Saturdays, Sundays, national holidays in Spain, regional holidays in the Autonomous Community of Catalonia, and premises in the city of Barcelona.
If the Seller decides not to accept the order, he must send an email to [email protected] with the order reference number and indicate the cause of its cancellation.
After 5 business days, if the Seller has not accepted the order or shipped the item, the order will be automatically canceled.
Recovo reserves the right of admission and permanence and penalizes delays. If a Seller has had three or more order delays in 6 months, Recovo can cancel as a Seller indefinitely without the latter being able to claim for this fact.
3. PREPARATION OF ORDERS
Order preparation is the responsibility of the Seller, following the order preparation instructions established by Recovo.
(a) Orders from 5 to 25 meters: the fabric must be folded and packed in packaging that adequately protects it. It is the Seller who will select a packaging that fits the size of the product to be sent.
(b) Orders> 25 meters: must be shipped rolled up so as not to damage the fabric
For the purpose of proper packing, the following guidelines should be followed
The packages must be well protected so they cannot be broken during the transportation.
For Rolls the tips / tails need to be reinforced with cardboard and they have to have a transparent packaging in some part of the package so the courier is able to see what is inside.
The Seller must take a picture for each Roll shipment and save it with the Order and Tracking number. If there is a problem with the delivery they will have to provide this picture to Recovo team.
Sellers undertake to send the product within a maximum period of 3 working days.
To calculate the shipping costs, the Seller must complete the information in his profile where he will indicate the collection address of his orders.
After receiving the order notification, the Seller agrees to request the collection with the carrier, pack the product according to best practices, print the packaging label, stick it on the package and deliver to the carrier that will send the merchandise to the address indicated by the Buyer in the time stipulated by Recovo. (maximum period of 3 working days)
Recovo will provide a transportation service through your trusted courier with pre-negotiated rates. You can use this courier or you can use your shipping partner as long as the shipping costs with other partners are higher than those provided by Recovo. If these are greater, the maximum provided by Recovo should be set and the difference will be assumed by the Seller.
Depending on the country in which the Seller operates, Recovo may use a different carrier. In such case, any individual circumstances will be previously informed by Recovo to the Seller.
Customs: The Buyer shall pay the applicable customs duties.
Taxes. Concerning all sales on the Platform, the Seller is solely responsible for compliance with all applicable sales taxes and other tax laws and must provide all necessary information and documents to the Buyer or others as required.
DELIVERY. WHEN WE CONSIDER THE PARCEL HAS BEEN PICKED UP
Recovo considers the shipment sent when the Tracking number of the shipment appears, in the courier website, as picked by the courier.
With each delivery the Seller has to save the delivery note from the Courier
If the Seller doesn’t have the delivery note and the Tracking number of the shipment appears, in the courier website, as not picked, Recovo will consider the parcel has not been delivered and the Seller will have to ship again the product (if they have enough stock) or cover Recovo’s commission in case of returning the order cost to the client.
UPS is our logistics partner integrated into our Platform. In the case of using the courier proposed by Recovo:
Request pick-ups with Ups: once you receive the order notification, when you have the order prepared and are ready to request the pick-up, you can do it so that the package is picked up on the same day or for the next day depending on your zip code.
Recovo reserves the right to change the logistics or shipping service provider during the term of the contract with the sellers. To this effect, the seller will receive a communication notifying him of such change.
5. STOCK CONTROL
The Platform will automatically deduct the inventory sold through the Platform, but the Seller is solely responsible for adjusting the inventory to reflect sales outside the Platform and other changes in product availability.
The Seller is responsible for verifying the information published on the Platform and for keeping the stock of the Products uploaded to Recovo’s website up to date. To this end, the Seller declares that the fabric uploaded is in perfect condition, without defects, tears or stains. Therefore, the information of the fabric that the Seller provides to Recovo is true and represents the actual stock to be marketed on the Platform. The sample fabric that the Seller provides to Recovo is the physical proof and represents the totality of the stock that the Seller has in its warehouse and corresponds with the information provided.
A variation of 3% is allowed, both upwards and downwards, in the fabric footage published on the Platform. In the event that at the time when the Customer makes a purchase, the Seller reported a variation in footage greater than the tolerated margin, Recovo will receive 50% of its commission corresponding to the amount not available for management fees.
In the supposition that the Client realized a purchase of Products of a Seller and this one informs that it does not have the fabric in stock, Recovo will perceive 100% of his commission corresponding to the quantity not available for expenses of management.
If the seller does not update the stock and frequently cannot serve the orders received, it will be considered a serious infringement. Recovo reserves the right to apply the appropriate penalties consisting only in that for more than 3 orders canceled due to lack of updating of the stock, it may lead to the closure of the Seller’s profile.
6. RETURNS AND CANCELLATIONS
All sales on Recovo are considered final sales and there are no refunds, cancellations, or returns. An exception is made if the articles do not meet the requirements described in the “articles” section. In that case, the Buyer can send us an email to [email protected] with his order number and inform us of the incident with his order.
Recovo will contact the Seller to find the appropriate solution.
The Seller has a maximum period of 48 working hours to respond and undertakes to cover any shipping costs or other expenses originated and derived from the return of incorrectly sent products and/or shipment of new products (that is, correct ones), in the case that the incidence is considered justified.
The amount of the order with incidence will be returned to the Buyer. The stock will be returned to the Seller if he agrees.
Since the transactional relationship of the items occurs between the Seller and the Buyer, any dispute or claim is presented in front of the party in question (Buyer or Seller), without involving or making Recovo responsible in any way.
7. INCIDENCES AND DISPUTES
Any dispute or incident must be communicated to [email protected] indicating the reason for the problem. The Recovo team will contact the Seller within a maximum period of 48 hours to respond to the claim/dispute that is presented to it.
Minor infractions: Do not update the stock if it has been sold in another way.
Minor infractions will not entail the expulsion of the seller but might entail the suspension of the seller’s products for a period to be determined by Recovo, not exceeding 2 months.
Serious infractions: delays in dispatching orders of 3 days or more, delivering 1 fabric or more that does not meet Recovo’s quality standard (no stains or broken).
Serious infractions could mean the expulsion of the seller from the Recovo platform. In any case, in the event of expulsion from the Recovo platform, it will collaborate to close the operations that are in progress, it will make the positive balance effective to the seller.
Communication occurs between the Seller and Recovo, through email [email protected]
Buyer and Seller will not maintain direct communications unless necessary.
9. COMMISSION AND RECOVO INVOICE
The Sellers undertake to pay Recovo SL a fee, previously agreed with Recovo, for each transaction that takes place in the Recovo marketplace. Recovo will issue an invoice for the commission established for each order individually.
9.1 PAYMENTS TO THE SELLER
When the Buyer purchases a product through the Platform, he will make the payment to Recovo. Recovo will deduct your commission and any amount that must be deducted following the provisions of these Terms and will credit the remaining amount to the Seller’s account on the Platform.
Payments will be done Quarterly at the end of each quarter.
Payment requests must be made through the Platform, and the Seller must send Recovo a request to withdraw the balance through its Recovo access panel. All fees associated with the application, including bank transfer fees, bank fees, and costs derived from currency conversion, will be deducted from the amount before the transfer.
9.2 BILLING FROM SELLERS TO BUYERS
In Recovo they will be issued to Buyers automatically, once the order is completed. For this configuration, we need to receive all the necessary data (billing and payment information)
Recovo will generate an automatic invoice to the buyer with the seller’s billing details.
10. RECOVO-SELLER-BUYER RELATIONSHIP
Recovo will act as an intermediary, providing its technology to Buyers and Sellers to facilitate the service and the transaction.
The transactional relationship of the items occurs between the Seller and the Buyer. Therefore, any liability arising from the transaction between these parties will be attributable only to whoever has breached.
The relationship established between Recovo and the Seller is intended to remain in force in the long term, so the Seller is committed to upload its deadstock periodically (make repetitions).
For this purpose, the Seller commits, likewise, to close a meeting with the Recovo team when a month and a half has passed since the activation of the Seller’s account with the intention of implementing actions to encourage the recurrent publication of the Seller’s deadstock.
11. UNSUBSCRIBE AS A SELLER
Sellers can unsubscribe from Recovo at any time and on the assumption that all their pending orders are already processed and completed.
12. CHANGES OF CONDITIONS
The conditions stipulated by Recovo may be modified with prior notice and communication to the Sellers at least 14 business days in advance before the change is made. When such changes or updates occur, an email will be sent to users and these Terms and Conditions will be updated.
13. TERMINATION OF SERVICES AND THE PLATFORM
Recovo reserves the right to terminate its activity at any time, without the possibility of filing any claim for this reason.
In any case, in the event of suspension or termination of the activity of Recovo, Recovo will collaborate with the Seller to close the operations that are in progress and make the positive balance effective to the Seller.
14. APPLICABLE LEGISLATION AND CONFLICT RESOLUTION
The legislation applied is common Spanish legislation. In case of conflict, the parties agree to submit to the courts of Barcelona
15. DURATION AND VALIDITY OF THE SELLER CONDITION
15.1 DURATION AND RENEWAL
The Seller will hold such conditions for one year from the date on which the registration process as a seller is completed. This condition will be automatically extended unless the Seller notifies Recovo 30 days in advance of the expiration of the year of validity of the seller status.
15.2 WITHDRAWAL AS A SELLER
The Seller can unsubscribe at any time. Likewise, Recovo may terminate the Seller and may suspend their access to the Platform.
In both cases, the party that wishes to withdraw must notify the other party at least 30 days in advance.
In no event will Recovo suspend the Seller’s access to the Platform without notifying the Seller in advance.
Either party may terminate the Seller if the other party has filed for bankruptcy, sought protection from its creditors, went into liquidation, ceased doing business, was appointed a receiver, or has a bankruptcy petition pending against it. for more than 30 days.
Either party may request termination if the other party substantially breaches its obligations by sending a notice of breach, specifying the nature of the breach, and demanding that it be remedied. If the breach is not remedied within 30 days of receipt of the notification by the defaulting party, the non-defaulting party may request de-completion.
Recovo may terminate the Seller if the Seller fails to comply with the return policy or repeatedly lists products that do not comply with applicable laws (including labor standards and material safety laws) or is the subject of repeated complaints of counterfeiting or intellectual property infringement.
15.3 EFFECTS OF WITHDRAWAL AS A SELLER
Any payment owed by Recovo to the Seller or vice versa at the time of cancellation will not be affected.
The withdrawal, for whatever reason, has no effect on confirmed orders on the Platform and either Party will fulfill its obligations as necessary to complete said confirmed orders.
In case of cancellation for any reason, Recovo will collaborate to close the operations that are in progress, which will make the positive balance effective to the Seller.
16. INTELLECTUAL PROPERTY
16.1 Retention of title
Registering as a Seller does not imply in any case transferring the intellectual property from one party to the other. Recovo retains ownership of all rights, including intellectual property rights, in the Platform. The Seller retains all rights, including intellectual property rights, over the products listed in the registration request and over any material published on the Platform.
The Seller will not offer for sale materials that infringe the rights of third parties, including intellectual property rights. The Seller acknowledges that failure to comply will result in the removal of the infringing product listings and, possibly, removal from the Platform as a Seller.
17.1 Definitions. “Confidential Information” means all information that a party identifies as confidential, and also all information that, by its nature, would be considered confidential by a reasonable business person (including, but not limited to, all non-public details of the Platform and prices). However, Confidential Information does not include information: (i) that was or becomes available in the public domain for reasons beyond the control of the Receiving Party; (ii) already in the possession of the Receiving Party at the time of disclosure by the Disclosing Party; (iii) obtained by the Receiving Party from a third party without a breach of the third party’s confidentiality obligations.
“Disclosing Party” means the party that shares Confidential Information. “Receiving Party” means the party to whom Confidential Information is provided.
17.2 Protection, use, and disclosure of confidential information. The Receiving Party will keep all Confidential Information in strict confidence and will take all measures reasonably necessary to protect the confidentiality and security of the Disclosing Party’s Confidential Information. These steps will be at least as strict as those the Receiving Party uses for its Confidential Information.
The Receiving Party will not disclose Confidential Information to any third party, except as required by law. If the law requires disclosure of confidential information, the receiving party will notify the disclosing party so that the disclosing party can intervene to protect their rights.
The Receiving Party will not use Confidential Information for any purpose except when strictly necessary to enforce the Terms and Conditions.
17.3 Destruction of confidential information. All Confidential Information will remain the property of the Disclosing Party. Upon termination or non-renewal of Seller status, the Receiving Party will destroy or return all copies of Confidential Information in its possession, and certify such return/destruction upon request.
The obligation of confidentiality will subsist even if the Seller has lost such condition, whatever the cause.
18. RISK ALLOCATION
18.1 Limitation of liability. The aggregate liability of either party to the other for damages arising out of or related to, its breach, the Platform, or transactions made through the Platform will be limited to the total payments received by Recovo from the Seller to date of that breach. This amount will not be increased due to the occurrence of multiple infractions or alleged infractions. This limitation of liability applies to all damages, whether arising, tort (including negligence), strict liability, statute, equity, intellectual property infringement, privacy, lost profits, or otherwise. In no case Recovo will be responsible in situations such as errors in the management of orders and shipments and the specific measures detailed in the contract with the seller will be adopted.
18.2 Seller’s Warranties. The Seller declares and guarantees that the products listed on the Platform: are genuine; comply with the description that the Seller provides for these products; comply with all applicable laws, regulations and policies in the places to which it is shipped; do not infringe the rights of third parties, including intellectual property rights; are owned by the Seller; and they are not encumbered by any lien, trust, security interest, mortgage or other lien.
18.2 Guarantees of Recovo, Recovo declares and guarantees that its activity complies with all laws, regulations and policies that apply to it, that it does not infringe the rights of third parties, including intellectual property rights and guarantees that it holds the Seller harmless from any claims that may be take place for breach of these representations and warranties.
18.4 Indemnification. Each party will defend, indemnify and hold harmless the other party and its successors, assignees, licensees, agents, employees, officers, directors and corporate affiliates from any lawsuit, claim, damages, costs, losses, fees (including reasonable legal fees ). and disbursements) arising from the breach of the representations and warranties of that party
19.1 Applicable law. The relationship between Seller and Recovo is governed by the national laws of Spain.
19.2 Dispute resolution. Any dispute that arises from or is related to the acquired condition of Seller and the Platform will be submitted to the exclusive jurisdiction of the courts of Barcelona.
19.3 Relationship. The parties agree that the relationship between them is that of independent contractors. In no event creates any employment, partnership, agency, trust, franchise, or joint venture relationship. The Seller specifically agrees that Recovo does not act as the Seller’s agent for any transaction related to or arising from the Platform.
19.4 Assignment. Neither party may assign its rights to third parties or the status of Seller (including the right to receive payments arising from performance or breach) without the prior written consent of the other party. Any alleged assignment that does not comply with this clause is void.
19.5 Technological neutrality. Both parties acknowledge that the objectives of this relationship can be achieved through various technological means numbers and that a change in the Platform or sales process that achieves the same practical results through different technological means will not lead to a breach by Recovo. In any case, Recovo will provide the Seller with the means to adapt to the new technological means as quickly and conveniently as possible and at no cost to the Seller.
19.6 Force majeure. Neither party shall be liable for delay in performance or failure to perform caused by natural disasters, government actions, acts of war, terrorism, legal or illegal strikes, terrorism, cyberterrorism, and other acts beyond the foreseeable or reasonable control of one party (a “force majeure event”). However, if one party’s performance of its obligations is delayed by more than 30 consecutive days due to a force majeure event, the other party may, at its option, unsubscribe without penalty.