(applicable only if the Site can be used to purchase goods, services or subscription services)
1. THESE TERMS
1.1. SubsTribe
is a marketplace that allows users to offer, sell and buy products, services and subscription-based services
("Products"). These terms and conditions govern your use of
our website (our "Platform").
1.2. Please
read these terms carefully before you submit any order on our Platform. These terms
tell you who we are, the conditions on which you may be a seller or a buyer on our
Platform, what to do if there is a problem, and other important information. If
you think that there is a mistake in these terms or require any changes, please
contact us to discuss.
1.3. By
using our Platform, you agree to these terms. If you are using our Platform
as a representative of an entity, you are agreeing to these terms on behalf of
that entity.
2. INFORMATION ABOUT US AND HOW TO CONTACT
US
2.1. We
are M4trix Dev Limited, a company registered in England and Wales, trading as SubsTribe.
Our company registration number is 12342375 and our registered office is at 71-75
Shelton Street Covent Garden London WC2H 9JQ
2.2. For
any questions or problems relating to our Platform, our Products or these terms
you can contact us by emailing us at support @ m4trixdev.com
2.3. We
are the data controller in relation to our Platform and are responsible for
your personal data. Please see Clause 13
and our privacy policy which is available at substribe.net/privacy or substribe.co.uk/privacy
for information about what personal data we collect and what we do with it. It
is important that you read our privacy policy, which may be updated from time
to time, and understand how we use your information and the rights that you have
about your information.
2.4. If
we have to contact you, we will do so by telephone or by writing to you at the
email address or postal address you provided to us.
2.5. When
we use the words "writing" or "written" in these terms,
this includes emails.
3. CONTRACTS FOR SALE
3.1. We
are a marketplace that allows users to offer, sell and buy Products. The actual
contract for sale of Products is directly between the seller and the buyer. We
are not liable to any person in relation to an offer for sale, sale, or
purchase of any Product listed on our Platform. We are not responsible for the
enforcement of any contractual obligations between any buyer and any seller.
3.2. We
have no control over and we do not guarantee the existence, quality, safety or legality
of the items offered or advertised on our Platform, the accuracy, completeness
or truth of any content or listings posted by users, the credit worthiness of
any user, the ability of sellers to sell or buyers to buy, or that a particular
buyer and seller will complete a particular transaction.
3.3. We
are not involved in any transaction between a buyer and a seller on our
Platform save that we facilitate a marketplace for buyers and sellers and
process payments on behalf of sellers.
3.4. We
are not an agent of any buyer or seller.
3.5. We
may (at our discretion but are not obliged to) check, audit or monitor the information
contained in listings, comments and/or reviews posted by users.
3.6. A
buyer may place orders on the Platform as instructed on our Platform. A
seller's acceptance of a buyer's order will take place when they email the buyer
to accept it, at which point a contract will come into existence between the
seller and the buyer.
3.7. We
will assign an order number to each order. Please tell us the order number whenever
you contact us about your order.
3.8. Our
Platform is solely for the sale and promotion of Products in UK. We currently
do not accept orders from addresses outside UK.
4. TERMS AND CONDITIONS FOR SALE
4.1. If
you list an item on our Platform, you agree to comply with our rules for
listing, content policies and selling practices from time to time in force. You
are responsible for the accuracy, completeness and truth of the content of the
listing and the Product offered. We reserve the right to modify, suspend or
delete any listing that violates our rules, policies and practices, or to
improve user experience.
4.2. We
have full discretion in determining the appearance, placement and order of
listings in search and browse results. The factors we may consider in making
such a determination may include the buyer and seller's respective location,
the search terms used, and the buyer and seller's respective history on the
Platform.
4.3. All
sellers on the Platform must clearly state the terms and conditions of sale
("Seller's Terms") in their listings, including the following
information:
(a) forms of accepted payment;
(b) taxes and applicable government imposed fees (if
any);
(c) shipping method, costs and expected time;
(d) return policy (e.g. the time period within which
the buyer must notify the seller about return, who's responsible for the cost
of return shipping); and
(e) refund or replacement policy (egg the time
period within which refund or replacement will be arranged).
4.4. You
are responsible in keeping any content and information posted accurate and up
to date. You should delete any listings that are no longer available.
4.5. You
must comply with all applicable laws and regulations in providing, delivering
or rendering the Products that you offer or sell.
5. TERMS AND CONDITIONS FOR PURCHASE
5.1. When
purchasing a Product, you agree to comply with our applicable rules and policies
from time to time in force. You are responsible for reading the full listing
before committing to buy or making a bid for any Product.
5.2. Any
order placed or bid submitted in respect of a Product is deemed irrevocable and
unconditional. In placing an order or submitted a bid you agree to the Seller's
Terms set out in the seller's listing for the Product.
5.3. You
enter into a legally binding contract to buy a Product when you commit to buy a
Product, your order for a Product is accepted, or if you have the winning bid
for a Product (or your bid for a Product is otherwise accepted).
6. CONTENT
6.1. When
providing content on or to our Platform, you grant us a non-exclusive, worldwide,
perpetual, irrevocable, royalty-free, sub-licensable right to use, reproduce, process,
adapt, modify, publish, display and distribute such content for the purposes of
providing the Products to you and the promotion of our Platform.
6.2. For
all content that you provide, you warrant that:
(a) the content is accurate, up to date and not
misleading;
(b) you own or otherwise control all necessary
rights to meet your obligations under these terms regarding such content; and
(c) the use of such content does not and will not
infringe any intellectual property rights of any third party.
6.3. While
we try to offer reliable information, we do not promise that any content or information
provided on our Platform will be accurate, complete, up to date or always available.
If and where we offer catalogs of listings, such catalogs may include product images,
descriptions and specifications provided by users or other third parties.
6.4. If
you are buying Products, you agree that we are not responsible for examining or
warranting any listings provided by any users. If you are selling Products, it
is your responsibility to review the content of your listings for accuracy.
6.5. We
do not take any responsibility, nor do we assume any liability, for any content
provided by you or any third party. You agree pot to hold us liable for any
inaccurate or misleading content.
7. BUYER'S RIGHTS TO MAKE CHANGES
7.1. If
a buyer wishes to make a change to the Product he has ordered, please contact
the seller. The seller has full discretion whether or not to accept the
changes. The seller will let the buyer know about any changes to the price of
the product, the timing of supply or anything else which would be necessary as
a result of the requested change and ask the buyer to confirm whether he wishes
to go ahead with the change. If the seller cannot make the change or the
consequences of making the change are unacceptable to the buyer, the buyer may
request to end the contract (see Clause 9
A buyer's rights to end the contract).
8. A SELLER'S RIGHTS TO MAKE CHANGES
8.1. Sellers
may make minor changes to their Products from time to time in order to:
(a) reflect changes in relevant laws and regulatory
requirements; and
(b) implement minor technical adjustments and
improvements, for example to address a security threat. These changes will not
affect a buyer's use of the Product.
8.2. If
a seller makes significant changes to their Products or the Seller's Terms for
the Products, the seller will notify the buyer prior to the changes take
effect. If the buyer does not accept the changes, the buyer may contact the
seller to end the contract before the changes take effect and receive a refund
for any Products paid for but not received.
9. A BUYER'S RIGHTS TO END THE CONTRACT
9.1. If
a buyer becomes aware of any defect in all or part of the Products performed:
(a) the buyer must give notice in writing to the
seller;
(b) where the Products reported are found to be
defective the seller will, at its option, re-perform the services or refund the
price of such defective Products in full.
9.2. If
a buyer is ending a contract for a reason set out below the contract will end immediately,
the seller will refund the buyer in full for any Products which has not been provided
and the buyer may also be entitled to compensation:
(a) the seller has told the buyer about an upcoming
change to the Product or the Seller's Terms for the Product, which the buyer
does not agree to (see Clause 8.2;
(b) the seller has told the buyer about an error in
the price or description of the Product ordered and the buyer does not wish to
proceed;
(c) there is a risk that supply of the Products may
be significantly delayed because of events outside the seller's control; or
(d) the seller has suspended supply of the Products
for technical reasons, or notifies the buyer that the seller is going to
suspend them for technical reasons, in each case for a period of more than
three (3) day(s).
9.3. Even
if a seller is not at fault, a buyer can still end the contract before it is
completed (i.e. when the seller has finished providing the services and the
buyer has paid for them) by giving notice in writing to the seller, provided
that the buyer will pay reasonable compensation for the net costs the seller
will incur as a result of ending the contract. In such case, the contract will
end immediately. The seller will refund any advance payment the buyer has made
for Products which will not be provided to the buyer.
9.4. To
end the contract with a seller email our customer services at support@m4trixdev.com.
9.5. If
a buyer ends the contract with a seller, the seller will refund the buyer the
price the buyer paid for the Products, but the seller may deduct from the
refund the price for the part of services already provided (up to the time the
buyer informs the seller that the buyer is ending the contract with the seller)
in proportion to the full price of the services
9.6. If
a refund is due, a seller must make the refund to the buyer as soon as
possible.
10. A
SELLER'S RIGHTS TO END THE CONTRACT
10.1. A seller may end the contract for a Product at
any time by writing to a buyer if: (a) the buyer does not, within a reasonable time,
allow the seller access to the buyer's premises to supply the services; or (b) the buyer does not make any payment to the
seller when it is due and still does not make payment within three (3) days) of
the seller reminding the buyer that payment is due.
10.2. If the seller ends the contract in the
situations set out in Clause 10.1
the seller will refund any money the buyer has paid in advance for Products
that have not been provided, but the seller may deduct or charge reasonable
compensation for the net costs the seller will incur as a result of the buyer
breaking the contract.
11. PRICE
AND PAYMENT
11.1. The price of the Product will be the price
indicated on the order pages when a buyer places his order. Each seller must
take all reasonable care to ensure that the price of the Product advised is
correct.
11.2. It is always possible that, despite best efforts
by the seller, some Products may be incorrectly priced on the Platform. If the
correct price for the Product at a buyer's order date is less than the price
stated to the buyer, the seller will charge the lower amount; but if it's
higher than the price stated to the buyer, the seller will contact the buyer
for instructions before accepting the buyer’s order.
11.3. A buyer must pay for the Products by such time
and in such manner as specified in the Seller's Terms.
11.4. If a buyer thinks an invoice is wrong please
contact the seller promptly to let them know.
12. OUR
RESPONSIBILITY FOR LOSS OR DAMAGE SUFFERED BY YOU
12.1. Subject to Clause 12.2:
(a) all warranties, conditions, or terms relating to
fitness for purpose, quality, or condition of the Products, whether express or
implied by statute or common law or otherwise, are expressly excluded;
(b) we shall not be liable to you (whether in
contract, tort or otherwise) for any loss of profit or any indirect or
consequential loss arising from or in connection with the provision of the
Products; and
(c) our total liability to you for all losses arising
from or in connection with the use of the Platform shall be limited to the
price of the relevant Products sold to you on our Platform.
12.2.
Nothing in these terms will limit or exclude our
liability for:
(a) death or personal injury caused by our
negligence, or the negligence of our employees, agents or subcontractors (where
applicable);
(b) fraud or fraudulent misrepresentation; or
(c) any matter in respect of which it would be
unlawful for us to exclude or restrict liability.
13. USE
OF YOUR PERSONAL INFORMATION
13.1. When you register or otherwise use our Platform,
you provide us with personal data which is collected and used in accordance
with the terms of our Privacy Policy which is accessible at substribe.net/privacy
or substribe.co.uk/privacy. It is important that you read our privacy policy, which
may be updated from time to time, and understand how we use your information and
the rights that you have about your information.
13.2. In the event you process personal data relating
to a buyer or a seller for the purpose of effecting a transaction or otherwise
using the Platform, you confirm and undertake that you will only process such
personal data for the sole purpose of participating in the marketplace on the
Platform and (where applicable) to supply the Products to buyers and you will
apply all adequate technical and organisational measures to keep such personal
data secure
14. ENTIRE
AGREEMENT
14.1. These terms constitute the entire agreement
between any user and us in relation to the use of the Platform. These terms supersede
and extinguish all other agreements, promises, assurances, warranties,
representations and understandings between any user and us, whether written or
oral, in relation to the use of the Platform.
14.2. You acknowledge that you will have no remedies
in respect of any statement, representation, assurance or warranty (whether
made innocently or negligently) that is not set out in these terms.
15. OTHER
IMPORTANT TERMS
15.1. We may transfer our rights and obligations under
these terms to another organisation. We will contact you to let you know if we
plan to do this. If you do not wish to continue the contract with the
transferee, you may contact us to end the contract within one (1) calendar
month of us informing you of the proposed transfer and we will refund you any payments
you have made in advance for Products not provided.
15.2. You may only transfer your rights or your
obligations under these terms to another person if we agree to this in writing.
15.3. If a court finds part of this contract illegal,
the rest will continue in force. Each of the paragraphs of these terms operates
separately. If any court or relevant authority decides that any of them are
unlawful, the remaining paragraphs will remain in full force and effect.
15.4. Even if we delay in enforcing this contract, we
can still enforce it later. If we do not insist immediately that you do
anything you are required to do under these terms, or if we delay in taking
steps against you in respect of your breaking this contract, that will not mean
that you do not have to do those things and it will not prevent us taking steps
against you at a later date. For example, if you miss a payment and we do not
chase you but we continue to provide the Products, we can still require you to
make the payment at a later date.
16. GOVERNING
LAW AND JURISDICTION
16.1. These terms and any dispute or claim arising out
of or in connection with them or their subject matter or formation (including
non-contractual disputes or claims) shall be governed by and construed in
accordance with the laws of England and Wales.
16.2. Each Party irrevocably agrees that the courts of
England and Wales shall have exclusive jurisdiction to settle any dispute or
claim arising out of or in connection with these terms or their subject matter
or formation (including non-contractual disputes or claims).
Last updated: 26st February 2023