Website Terms - product partner direct to customer
Terms and conditions Bondi Vet Global Pty Ltd (ACN 648 039 794) (Bondi Vet, us, we, our) operates a marketplace via our platform at www.bondivet.com (Site) or any other platform we may introduce in the future (together, the Platform). The Platform allows suppliers (Suppliers, you, your) to advertise the products as set out in the Key Details Form and as agreed from time to time (Products) to a person (Customer). We display your Products, allowing Customers to purchase the Products and have them delivered.
SCOPE OF BONDI VET SERVICE
1. Bondi Vet acts as a marketplace to introduce Customers to your Products. Apart from enabling a Customer to identify potentially suitable Products supplied by you, Bondi Vet accepts no liability for any aspect of the Customer and Supplier interaction, including the quality or description of goods and services offered by the Supplier.
2. This Agreement is not exclusive, Bondi Vet may also allow listings of products on the Platform by a third party seller or supplier that are the same as or similar to the Products.
ELIGIBILITY TO REGISTER
3. While you are registered with Bondi Vet you must maintain control of your Bondi Vet account and are responsible for any activity on your account. You may not deal with your account (including feedback and associated User ID) in any way (including by allowing others to use your account or by transferring or selling the account or any of its content to another person).
4. The Bondi Vet service, including the Platform (Service) will be reviewed and updated from time to time. In addition to the points set out below, certain portion(s) of the Service may be separately described on the Platform.
(a) A Supplier creates an account with Bondi Vet, posts an accurate and complete description of the Product and other relevant information (Listing). The price of Products listed is inclusive of GST.
(b) Payment for Products ordered by the Customer on the Platform (Order) are made by the Customers to Bondi Vet via a third party payment processor. You authorise us to accept payment for the Order on your behalf.
(c) When an Order is submitted through the Platform, you will be contacted. The sale is completed when you accept the Order, forming a separate contract between you and the Customer (Customer Agreement). Upon your acceptance, we will send a confirmation of the Order to the Customer.
(d) You will include a receipt with each Order in the form specified by Bondi Vet, along with anything else which Bondi Vet may require to be included.
(e) The Supplier must provide the services or goods to the Customer in accordance with the relevant laws and as described or depicted in the Listing.
5. You are responsible for delivering your sold items to Customers. If you're using a delivery or fulfilment service, please keep in mind that you are ultimately responsible for making sure that your Customers receive their Orders.
6. By selling on the Platform, you agree to:
(a) provide an accurate "delivered from" address;
(b) specify your postage costs and processing times in your Listings;
(c) dispatch items promptly after they are sold. Prompt delivery means that you dispatch each item within 3 days of purchase, unless you specify otherwise in your Listing;
(d) comply with all local and international delivery and customs regulations;
(e) send items to the address listed on the Bondi Vet receipt;
(f) mark the Order as dispatched when you dispatch it. When you mark an order as dispatched, the Customer will receive a notification; and
(g) charge an appropriate amount for postage.
7. By entering tracking information or delivery confirmation on the Platform, you're giving us permission to collect and share this data received from your chosen delivery service with the Customer.
8. In the unlikely event an Order does not arrive, be prepared to provide valid proof of dispatch. Valid proof of dispatch must show that the item actually was dispatched and that it was sent to the address provided by the Customer on the Platform.
9. You agree that at all times:
(a) you will comply with this Agreement (including all Bondi Vet policies and guidelines) and all applicable laws and regulations, including any applicable consumer law guarantees;
(b) you will post only accurate information on the Platform and any information posted on the Platform must not, in any way whatsoever, be potentially or actually harmful to Bondi Vet or any other person. "Harm" includes, but is not limited to, economic loss that will or may be suffered by Bondi Vet. Without limiting any provision of this Agreement, any information you supply to Bondi Vet must be up to date and kept up to date and must not:
(i) be false, inaccurate or misleading or deceptive;
(ii) infringe any third party's copyright, patent, trademark, trade secret or other proprietary rights or intellectual property rights, rights of publicity, confidentiality or privacy;
(iii) violate any applicable law, statute, ordinance or regulation (including, but not limited to, those governing export and import control, consumer protection, unfair competition, criminal law, antidiscrimination, tenancy or trade practices/fair trading laws); or
(iv) be defamatory, threatening or harassing;
(c) you will promptly and efficiently perform all your obligations to Customers under a Customer Agreement and to Bondi Vet under this Agreement;
(d) you must have the right to provide goods and services under a Customer Agreement in the relevant location;
(e) you will maintain relevant insurance including in respect of product liability;
(f) you will not refer to any other business or website (including the Supplier's own website) in its Listing; and
(g) unless otherwise agreed, you will ensure that the prices of Products in your Listing are the same as or less than the prices for the same products available for purchase on your website or in store premises (excluding delivery).
10. All advertisements placed by Suppliers must be for Products that are in stock and available for purchase. We may require an assurance or evidence of this from you from time to time. Failure to comply may result in your advertisement being removed from the Platform and/or your account being suspended or cancelled.
11. You grant to Bondi Vet an unrestricted, worldwide, royalty-free licence to use, reproduce, modify and adapt any content and information posted on the Platform for the purpose of including that material and information on the Platform and as required to provide the Service, for the general promotion of the Service and as otherwise permitted by this Agreement.
12. You agree that you will not, without our prior approval, list your Products for sale with any online retail business whilst you remain a Supplier under this Agreement.
13. Bondi Vet will retain a service fee calculated as a percentage of the amount payable by the Customer for the Product, exclusive of GST, at an amount set out in your Key Details Form (Sales Commission). Other fees such as a ranging/ listing fee will be payable per Product as set out in your Key Details Form. In addition, there may be other fees agreed for additional sponsorship and advertising opportunities as agreed in your Key Details Form. These fees will either be deducted from the Product sales or invoiced to you separately. Other than as set out in this Agreement, you are solely responsible for collecting and/or paying any applicable taxes for any purchases or sales you make through our Services.
14. As set out in your Key Details Form:
(a) Bondi Vet will deduct the Sales Commission, any applicable fees, and adjustments for credits or refunds from the Product sales, and will pay the net amount to the Supplier by electronic funds transfer; and
(b) Bondi Vet will provide the Supplier with a statement with the calculation of the net amount and any credits.
15. Bondi Vet may reduce any amounts payable to the Supplier under this Agreement by any amount that is payable by the Supplier to Bondi Vet.
16. If the amount invoiced to the Supplier is greater than the payments collected from Orders from the Supplier during the previous invoicing period, Bondi Vet may at its discretion either:
(a) create a credit note for the difference and offset it against amounts payable to the Supplier in subsequent weeks; or
(b) invoice the Supplier for the difference, payable within 14 days of the invoice date.
17. Bondi Vet may with reasonable notice change the fees and the terms applying to payment in which case you have the options available to you under clause 35.
18. Where a Supplier is supplying goods or services, the Supplier must not charge a Customer additional fees on top of the agreed price for the Products under the Customer Agreement.
19. By becoming a Supplier on the Platform, you acknowledge that we may recover all costs that are incurred in relation to honouring sales of Products on the Platform including but not limited to costs in relation to charge backs, merchant fees, fulfilment, warranties, returns and Product defects. These costs will be debited to your account provided to us and you authorise such debits from your account.
20. Bondi Vet is entitled to suspend or terminate your account at any time if your Products receive repeated negative feedback from customers, which we consider to be that more than a third of your customer reviews in any one month period are negative (provided that more than five orders are received in that month).
21. The Supplier will comply with the Returns Policy notified to the Supplier but, except where otherwise required by law, or at Bondi Vet’s election, is expected to manage customer enquiries in relation to returns and refunds. The Supplier will make its returns and refunds policy available to the Customer on its Listing.
BONDI VET’S ROLE IN RETURNS AND REFUNDS
22. Bondi Vet will forward Customer queries about returns and refunds to you, for processing in accordance with applicable law and the Returns Policy. Any returns processed by Bondi Vet will be acting as the Supplier’s agent. Where issuing a Customer a credit which can be used on the Platform (Credit) or granting a refund resolves a Customer matter:
(a) the Supplier will reimburse Bondi Vet for the value of the Credit; and
(b) Bondi Vet won’t charge the Supplier the Sales Commission for the sale in question and will create a credit in favour of Supplier for any Sales Commission that has already been paid.
23. If a Customer disputes the payment charged for an Order:
(a) Bondi Vet will notify Supplier of the dispute and allow the Supplier a reasonable opportunity to establish why the payment should not be refunded.
(b) The Supplier will cooperate with and provide Bondi Vet with all reasonable information required to resolve the dispute within the timeframes imposed by the third party payment processing service. 24. If the dispute is resolved by refunding the payment:
(a) The Supplier will reimburse Bondi Vet for any fee payable to a third party payment processing service; and
(b) Bondi Vet will not charge Sales Commission in relation to the sale in question or will create a credit in favour of the Supplier for any Sales Commission already paid.
LIMITATION OF LIABILITY
25. The Supplier assumes liability for the performance of all obligations and the discharge of all liabilities under or in relation to:
(a) any Product supplied by a Supplier;
(b) all agreements for the sale of a Product on the Platform; and
(c) the publication of Supplier’s information on the Platform.
26. Except for liability in relation to breach of any implied condition, warranty or guarantee, including under the Competition and Consumer Act 2010 (Cth), the exclusion of which from a contract would contravene any statute or cause any part of this Agreement to be void (Non-excludable Condition), to the extent permitted by law, Bondi Vet specifically disclaims all liability for any loss or damage (actual, special, direct, indirect and consequential) arising out of or in any way connected with any transaction between Customer and Supplier.
27. Except for liability in relation to a breach of any Non-excludable Condition, Bondi Vet's liability to the Supplier is limited to the total amount of commission paid by the Supplier to Bondi Vet during the twelve month period prior to any incident causing liability of Bondi Vet.
28. Bondi Vet's liability to you for a breach of any Non-excludable Condition (other than a Non-excludable Condition that by law cannot be limited) is limited, at our option to any one of resupplying, replacing or repairing, or paying the cost of resupplying, replacing or repairing goods in respect of which the breach occurred, or supplying again or paying the cost of supplying again, services in respect of which the breach occurred.
29. To the extent permitted by law, you agree that none of Bondi Vet, our related entities nor employees will be liable for the quality of any Products ordered.
30. You agree to defend, indemnify and hold us harmless from any legal claim or demand (including reasonable lawyer’s fees) that arises from your actions, or inactions or use (or misuse) of our Service, your breach of law or this Agreement or you or your account’s infringement of someone else’s rights, except to the extent the loss or damage arises from our negligence or breach of law or this Agreement.
33. Except for liability in relation to any Non-excludable Condition, the Service is provided on an "as is" basis, and without any warranty or condition, express or implied. To the extent permitted by law, we and our suppliers specifically disclaim any implied warranties of title, merchantability, fitness for a particular purpose and non-infringement to extent allowed by law. Bondi Vet make no representation as to profit or proceeds that can be made using the Bondi Vet’s Platform.
MODIFICATIONS TO THE AGREEMENT
34. Bondi Vet may modify this Agreement and/ or any of its policies (and update the Site pages on which they are displayed) from time to time. Bondi Vet will send notification of such modifications to your Bondi Vet account. You should check that account regularly.
35. If the changes to this Agreement (or changes to any of our Policies) cause you material detriment, you may terminate your Bondi Vet account and stop using the Service but any current Orders must still be fulfilled.
36. No agency, partnership, joint venture, employee-employer or other similar relationship is created by this Agreement unless otherwise set out in this Agreement. In particular you have no authority to bind Bondi Vet, its related entities or affiliates in any way whatsoever.
37. If you have a complaint about the Service, including if you believe that content that you own or have rights to has been posted to the Services without your permission and you want it removed please contact us via our customer service tab. Bondi Vet is committed to following appropriate legal procedures to remove infringing content from the Services.
TERM AND TERMINATION
38. This Agreement shall commence on the date on which the Supplier sets up an account on the Platform and will continue for any period set out in the Key Details Form unless terminated earlier as set out below. After this period, the Agreement will continue on a month to month basis until terminated by either party.
39. Either party may terminate an account and this Agreement in the event of a material breach of this Agreement by the other party, provided that the material breach is not rectified by the other party within 5 days of the non-breaching party giving notice.
40. Following the period set out in clause 37, either party may terminate an account and this Agreement by giving 30 days prior written notice of termination to the other party.
41. On termination of this Agreement, Bondi Vet may immediately remove the Supplier’s Listings and information from the Platform.
42. Termination of this Agreement does not affect any Customer Agreement.
43. Any terms which by their nature should continue to apply, will survive any termination or expiration of this Agreement.
44. This Agreement is governed by the laws of Victoria, Australia. You and Bondi Vet submit to the exclusive jurisdiction of the courts of Victoria, Australia.
45. A failure by a party to exercise any right under this Agreement will not be considered a waiver of those rights.
46. The provisions of this Agreement are severable, and if any provision of this Agreement is held to be invalid or unenforceable, such provision may be removed and the remaining provisions will be enforceable.
47. This Agreement may be assigned or novated by Bondi Vet provided there is no material detriment to you.
48. This Agreement sets out the entire understanding and agreement between you and Bondi Vet with respect to its subject matter.
Version May 2021