1. VENDORS ELIGIBILITY

1.1  Access to and usage of the platform is strictly limited to individuals or entities capable of forming legally binding contract under applicable laws.

1.2  Individuals under the age of 18 years are not eligible to register as a vendor on the platform.

1.3  If the vendor is a business entity.it must be duly registered and must in good standing under the laws of its country of incorporation and has the prerequisite power to conduct the business, it is currently involved in.

1.4  If you are registering as a business entity you affirm that you have been duly authorized by the business entity to accept and enter into this agreement and that, you have the authority to bind the business entity to these terms.

2.   2.ACCOUNT AND REGISTRATION

2.1      In connection with your registration and use of the platform, you agree to finish accurate current and complete details as may be required for vendor registration. This includes your full legal name , complete Address  contact details , business details, trade names , pricing details, bank account , products , address of the manufacturers or packers and any relevant information pertaining to the imported goods.

2.2      You affirm that the information provide on the platform is accurate, current and complete and in accordance with this agreement.

2.3      It is your responsibility to keep your information up to date. You agree to promptly update all accounts information to keep it accurate, current and complete. Any changes that may interrupt your transaction on the business should be immediately notified to us.

2.4      The service will be available to you subject to this agreement and applicable order. Takanoh Marketplace will use commercially reasonable efforts to make the service available 24 hours a day and seven days a week, except during the planned downtime with advance notice to you or the occurrence of a force majeure.

2.5      Takanoh Marketplace reserves the rights to modify the features and functionality of the services during the term of the agreement.

2.6      You agree for Takanoh Marketplace to provide some or all elements of the agreement service through third party service providers.

3.    ACCEPTABLE

3.1      You agree not to use this platform for any unlawful or any purpose prohibited under this clause. You agree not to use the platform in any service that could damage the services or general business of the provider.

4.     4.SELLING

4.1      All commercial and contractual terms which include but not limited to price ,shipping costs, payments methods and terms delivery dates , shipping costs, payment method and terms delivery dates periods and modes and products warranties and after service are exclusively offered by the vendor and agreed upon between the vendor and customers. The platform does not have any control influence or involvement in these commercial or contractual terms.

4.2      The platform does not implicitly or explicitly endorse the sale or purchase of any product hence the platform does not make any representations regarding the specifics such as quality, value, salability of the proposed purchase.

4.3      At no point during a transaction does the platform acquire hold or claim ownership over rights the products sold by vendors

5.    5.CONTENT AND DESCRIPTION

5.1      It is crucial that items you list for sale do not violate any third party secrets proprietary, rights, public rights or privacy rights.

5.2      Your listing shall include accurate description graphics, picture or videos that genuinely represent that item sale listed in an appropriate category.

5.3      The listed description most accurately reflect the actual conditions of the product if there is a discrepancy between the item description and the actual product , the vendor shall refund the customer.

5.4      Vendors are prohibited to listing as specific product in multiple quantities across varying categories on the platform. The platform reserves the rights to delete and may restrict the sale of products from specific regions or countries.

5.5      If various multiple vendors through various or similar products page reviews sell the same product, the platform reserves the rights to aggregate and present the best data to enhance customer experience.

6.     6.PRICE AND INVENTORY

6.1      Vendor agree and acknowledge that they solely are responsible for determining the price of the product listed on the platform accurately.

6.2      The vendors shall be responsible for promptly updating the prices of the products on the platform.

6.3      Vendors may run promotional pricing or discount campaigns only after obtaining approval from the platform.

6.4      Vendors shall maintain an adequate level of inventory for all listed products to ensure the timely fulfillment of all orders as well as take steps to remove unavailable products appearing on the platform.

7.    7.SHIPPING AND RETURNS

7.1      Vendors agrees to ensure that all products sold on the platform are packed surely and shipped promptly to customers.

7.2      Vendors agree only to use approved shipping methods and to comply with all shipping regulations and requirements of the platform.

7.3      Vendors shall accept returns and exchange of products in accordance with the policy of the platform.

7.4      If the customer is dissatisfied with the product for legitimate reason outlined in the platforms policy. The vendor shall promptly issue a refund in the form it was made by the customer.

8.  CUSTOMER REVIEW AND RATING

8.1      The vendor acknowledges that customs purchasing products from the vendor through the platform maybe asked to leave reviews and ratings regarding their purchase. These reviews and ratings may be public available on the platform and can be viewed by users of the platform. Any attempt to alter review or manipulate result into termination of contract.

9.    VENDOR OBLIGATION

9.1      Vendors must keep all your credentials including username and password highly confidential.

9.2      Vendors are responsible for maintaining the safety and security of their identity information as well as keeping us appraised of any changes to their identifying information. In case their credentials are compromised, they agree to notify us immediately.

10.ASSIGNMENT

10.1   The vendor shall not assign or transfer or delegate any rights or obligation under agreement without written consent of the provider. This agreement shall be binding and inure to benefit all parties and their respective successors.

11. SEVERABILITY

11.1   Both parties agree to replace the severed provision with a valid and enforceable provision that reflects the original intent of the agreement to the maximum extent possible. If any part or subpart of this agreement held invalid or enforceable by a court law or competent arbitrator the remaining part will be enforceable

12. NO WAIVER

12.1   The failure by both parties to enforce any rights or provisions of the agreement shall not be deemed as a waiver of such provision. No waiver shall be effective unless it is expressly stated in writing by waiving party.

13.NO WARRANTY

13.1   You agree that the use of this service is sole at your sole and exclusive risk and any services provided by us is on “as is “basis.

13.2   Takanoh Marketplace makes no warrantees that the platform or service will meet your needs or that the service or platform will be uninterrupted error free or secure.

13.3   The provider also makes no warrantees as to the reliability or accuracy of any information on or obtained through the service.

13.4   You agree any damage that may occur to you through your computer system because of the loss of your data from use of service is your sole responsibility. 

14. PAYMENT SCHEDULE

14.1   All transactions inclusive of all the transactions prices and any associated commercial terms such as delivery and dispatch of products are agreed upon means of principals.

14.2   The platform payment facility merely serves as an instrument utilized by vendors and customers to ensure successful execution of the transaction.

14.3   The payment platforms facility cannot be classified as banking or financial service. It is an automated electronic online payment. Mechanism developed for receiving payment cash facilitation cash on delivery (COD) payment collection and remittance for transactions carried out on the platform.

14.4   The platform shall not be held accountable for instances non-delivery, non-payment, damage, breach of representation and warranties.

14.5   Vendors bear the sole responsibilities for issuing out invoices that both connect and complete, the platform may offer assistance in this regard.

15.PLATFORM OBLIGATION

15.1   The platform will endeavor to use reasonable security measure to protect against any unauthorized access to the platform and to vendors data. This includes maintaining proper firewalls and protections.

15.2   The platform will provide reasonable support technical support to the vendor as it relates to using the platform for sale of goods and/services.

15.3   The platform will provide basic customer service to the customers including assistance with navigating the platform making purchases and addressing non-vendors and customers.

15.4   The platform will make reasonable efforts to limit downtime and ensure that the platform is available for use by vendors and customers.

16.TERMS,TERMINATION AND SUSPENSION

16.1   Either Party may terminate this Contract within (two weeks’ notice) written notice for material breach or non-compliance with the terms.

16.2   Takanoh Marketplace Operator reserves the right to suspend or remove Vendor's listings or access to the platform for violation of terms.

17.COMMUNICATION AND LANGUAGE

17.1   This agreement and all related communications notices and documents shall be conducted in English.

18.CONFIDENTIALITY

18.1  Both Parties shall maintain the confidentiality of any proprietary or sensitive information shared during their relationship.

19.INTELLECTUAL PROPERTY

19.1  Vendor grants Takanoh Marketplace Operator a limited license to display, market, and promote Vendor's products on the platform.

19.2  Neither Party shall use the other Party's intellectual property without prior written consent.

20.INDEMNIFICATION

20.1   Takanoh marketplace will indemnity and defend the vendor from and against any claim brought by a third parts against the vendor alleging vendor’s use of service infringes third party valid intellectual property rights.

21.MODIFICATION AND VALUE

21.1   The provider may from time to time and at any time modify his agreement with reasonable advance notice of changes to this agreement that materially adversely affect your use of the service by notification or rights or other similar methods.

22. VENDOR COMMISSIONS

22.1   The Vendor agrees to pay a commission to the Marketplace Operator for each successful sale generated through the platform. The commission shall be calculated as a percentage of the total transaction value before any applicable taxes, fees, or shipping costs. The commission rate shall be 5% transaction fee from date of registration up to 30 September 2023, then effective 1 October 2023 the commission rate will be revised to 10% of the total transaction value effective

22.2    The Marketplace Operator reserves the right to modify the commission rate upon 1month written notice to the Vendor

23.LEGAL COMPLIANCE, GOVERNING LAWS, AND JURISDICTION

23.1   Both parties acknowledges and undertakes to comply with all applicable laws that promote ethics and professionalism.

23.2   Any disputes arising from this Contract shall be subject to mediation or arbitration in accordance with the SADC laws.

23.3   This Contract shall be governed by and interpreted in accordance with the laws within the SADC religion.

23.4   Any legal actions related to this Contract shall be brought before the courts within the SADC religion.