Vendor Marketplace

In order to sell items on DroppShipp.com.com (the “Site”), you must agree to the marketplace Vendor agreement outlined below, which includes our privacy policy and any other terms and conditions on the Site. By listing an item for sale or purchasing an item on the Site, you agree to be bound by all terms and conditions of this marketplace agreement.

The Site is operated by 11299476 CANADA INC, (“Company name”), which reserves the right to make changes to this vendor marketplace agreement at any time. Changes to this vendor marketplace agreement are effective when the changes are posted to the Site. Continuing to sell items in DroppShipp.com.com will constitute your agreement to the new Vendor Marketplace Agreement. It is your responsibility to review the changes and decide if you want to continue to use DroppShipp.com.com. Changes to the marketplace Vendor agreement may occur at any time and without notice to you.

THE MARKETPLACE

11299476 CANADA INC provides an online service that allows Vendors to sell their products to buyers. 11299476 CANADA INC does not act as the agent for either buyers or Vendors. Our service provides a platform for these transactions to take place.

ACCOUNT SET-UP

You must login with an existing account or complete the Site registration process to create an account with a username and password (the “Account”) in order to make full use of buying or selling on the marketplace. You are responsible for protecting your password. You must always provide accurate, current and complete information, and you must update such information in a timely manner to maintain its accuracy and completeness. Any use of the Site through your Account will be deemed as being used by you. 11299476 CANADA INC is entitled to rely on the contact and other information that is supplied to us through your Account. Your Account is non-transferable and non- assignable.

MARKETPLACE FEES

For all open-market items sold through DroppShipp.com, 11299476 CANADA INC charges the vendor a fee of 8% commission of the total sale price for the current month or the number of distinct products on the platform and a 3% Transaction fee.

There is no platform fee for now. The vendor will be responsible for platform fees, if there are any policy changes in the future.

Fees may change at any time with 30 days’ notice posted on the site. The fee schedule in effect on the date of sale of the item shall govern the transaction. By listing an item for sale in DroppShipp.com, you agree to pay the applicable fees and any collection costs related to non-payment of fees.

REQUIRED COMMUNICATION

11299476 CANADA INC requires you to provide timely support to the marketplace customers. All messages should ideally be replied to within 48 hrs. Please resolve all customer issues related to the DroppShipp.com marketplace within 48 hrs if possible. You are also required to notify DroppShipp.com when you change the status of an order. Changes in status could include but are not limited to: canceling an order, refunding an order or alerting a customer about a missing item from their order. When you mark an item as shipped with tracking or shipped without tracking an automatic email will be sent to the customer alerting them of the status change.

SHIPPING EXPECTATIONS

The parties will agree which party is responsible for managing and paying for transportation of Products to us. All shipping fees are included in your price. When we pay for transportation, you will deliver the Products to the designated carrier and title and risk of loss for the Products will pass to us when you deliver the Products to the carrier. All orders should be shipped to customers within the timeframe you have committed to in your item posting. We are not responsible for the damages of the products delivered to the customer during the shipping or after delivery.

VENDOR RESTRICTIONS

Vendors cannot list or sell items that: infringe upon intellectual property rights or are illegal, fake, counterfeit, or stolen. Furthermore, Vendor must meet all customer terms and conditions required by all applicable Federal Acquisition Regulations. Items listed for sale must be listed on the correct item page and an accurate description of the products description must be given. The accounts of Vendors may be limited in a matter that allows them to make a certain amount of transactions within a given time at the sole discretion of 11299476 CANADA INC. Marketplace transactions must take place between two different individuals, organizations or entities. 11299476 CANADA INC reserves the right to refuse service to anyone at any time for any reason.

11299476 CANADA INC reserves the right to prohibit the sale of any item in the marketplace. At 11299476 CANADA INC’ discretion, products may be removed at any time without notice. The way listings appear in the marketplace may change without notice to users of the marketplace (Buyers or Vendors).

Vendors are expected to only list items and quantities they are capable and willing to sell in the delivery time frame they specify. Vendors are required to sell items at the price they listed to customers that meet the Vendor’s terms. By listing an item on DroppShipp.com you agree that you have the right to sell the item, that you have access to the item and that your description provided in your listing is complete and accurate. Vendors are required to ship an order by the provided shipper. Failure to ship by the provided date may be grounds for termination of your Account. At any point in time 11299476 CANADA INC reserves the right to require the Vendor to provide a “letter of supply” from the manufacturer.

In consideration of 11299476 CANADA INC waiving startup fees and extending payment terms to the Vendor, the Vendor agrees to not directly or indirectly compete with 11299476 CANADA INC and its successors and assigns by creating or having any ownership stake in a multi-Vendor marketplace for the duration of this agreement and for twelve months following the termination of this agreement. The vendor acknowledges that 11299476 CANADA INC shall or may in reliance of this agreement provide the Vendor access to trade secrets, customers, and other confidential data and that the provisions of this agreement are reasonably necessary to protect 11299476 CANADA INC and its good will. The Vendor agrees to retain said information as confidential and not to use said information on his or her own behalf or disclose same to any third party.

PAYMENTS

All the authorized payments are through an PayPal, VISA or MasterCard only. The Vendor will deal directly with the Client’s accounts payable department regarding all payments.

TAXES

It is the Vendor’s responsibility to collect and remit any taxes associated with a transaction. 11299476 CANADA INC will not be held responsible for the collection or lack of collection of any taxes due to the use of DroppShipp.com. 11299476 CANADA INC is not responsible for determining when tax should be charged.

RETURN POLICY

For all of your products you will accept, and process returns, refunds and adjustments in accordance with this marketplace Vendor agreement. The buyer is subject to the Vendor’s return policy. You will determine and calculate the amount of all refunds and adjustments (including any taxes, shipping and handling or other charges) or other amounts to be paid by you to buyers in connection with DroppShipp.com marketplace purchases and work directly with your credit card processor. You will promptly provide refunds and adjustments that you are obligated to provide and as required by law, and in no case later than 14 days after the obligation arises. If the Vendor sends evidence of the return(s) to 11299476 CANADA INC, then 11299476 CANADA INC will provide credit on the following month’s invoice to the Vendor.

TERMINATION

11299476 CANADA INC reserves the right to monitor Vendor accounts to determine if policies or laws are being broken. Any illegal or fraudulent activity may be reported by 11299476 CANADA INC to law enforcement or other third parties. Upon termination, Vendor must pay 11299476 CANADA INC any fees that were incurred prior to the effective date of termination.

WARRANTY

The DroppShipp.com marketplace (DroppShipp.com.com) is provided as is and without warranty. 11299476 CANADA INC makes no warranties of any kind, expressed or implied. 11299476 CANADA INC will provide best effort to ensure DroppShipp.com is available 24 hours-a-day 365 days- a-year, but we do not guarantee DroppShipp.com will always be available. 11299476 CANADA INC will not be liable for any loss due to DroppShipp.com not being available. 11299476 CANADA INC will not be liable for any loss due to errors in our software or the software of others that we use.

INDEMNITY/LIMITATION OF LIABILITY

You will defend, indemnify and hold harmless 11299476 CANADA INC and its affiliates (and their respective employees, directors, agents and representatives) from and against any and all claims, costs, losses, damages, judgments, penalties, interest and expenses (including reasonable attorneys’ fees) arising out of any claim, action, audit, investigation, inquiry or other proceeding instituted by a person or entity that arises out of or relates to: (i) any actual or alleged breach of your representations, warranties, or obligations set forth in this marketplace agreement; or (ii) your own website or other sales channels, the products you sell, any content you provide, the advertisement, offer, sale or return of any products you sell, any actual or alleged infringement of any intellectual property or proprietary rights by any products you sell or content you provide, or the collection, payment or failure to collect or pay any taxes.

11299476 CANADA INC WILL NOT BE LIABLE FOR ANY DAMAGES OF ANY KIND, INCLUDING WITHOUT LIMITATION DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, AND CONSEQUENTIAL DAMAGES, ARISING OUT OF OR IN CONNECTION WITH THIS MARKETPLACE AGREEMENT, THE SITE, THE INABILITY TO USE THE SITE OR THE MARKETPLACE, OR THOSE RESULTING FROM ANY GOODS OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO VIA THE SITE.

  • Abiding by the Law. You will (and you represent, warrant and covenant that you will) comply with all applicable “Laws” (meaning all applicable laws, regulations, legal requirements, policies and generally accepted industry standards, legal stipulations, guidelines and self-regulatory principles), including Laws related to minimum age, marketing, advertising, consumer protection, product safety, product testing, marking and labelling (including the requirements for certain information to be in English and French), environmental, pricing and packaging, incident reporting to Health Canada or other regulatory authorities, in connection with this Agreement; your use of the com Marketplace, the 11299476 CANADA INC Services, and the DroppShipp.com Tools, and your marketing, promotion, offering for sale, or selling any Products through DroppShipp.com.
  • Legal Right to Sell. You may sell a Product on com through the Marketplace Program if you have a valid legal right to sell that Product.

DISPUTES

You agree to release 11299476 CANADA INC from claims, demands, and damages related to transaction disputes not directly related to the DroppShipp.com platform. If a dispute arises, buyers and Vendors are expected to deal with each other to come to a resolution.

INTELLECTUAL PROPERTY

We reserve all rights in the information and materials, including Specifications, provided to you by us or our authorized third party. Except as expressly set forth in this Schedule, we do not grant to you any license, right, title or interest in, to, under or with respect to any trade secrets, designs, patents, trademarks, copyrights, inventions, data, trade dress, financial information, marketing plans, strategies, projections, or any intellectual property held by us (“Amazon Intellectual Property”). Upon our request, you will provide us with all information and documentation that is known to you relating to Amazon Intellectual Property. You will assist us in any related proceeding or litigation, and will promptly execute and deliver to us or our legal representative any papers, affidavits and declarations and take such other action as we request to apply for, obtain, maintain, and enforce our rights in the Amazon Intellectual Property.

MISCELLANEOUS
Responsibility for Affiliates and Agents. You will be responsible for any actions taken by your affiliates, agents, or other third parties on your behalf in connection with this Agreement.
Independent Contractors. You and DroppShipp.com are acting as independent contractors. No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.
Confidentiality. You may have entered a separate confidentiality agreement with DroppShipp.com. This Agreement does not limit your obligations under that agreement and all terms and conditions of such confidentiality agreement are hereby incorporated by reference. If there is a conflict among terms in this Agreement and the separate confidentiality agreement, the terms in this Agreement will prevail. In addition, you will treat as confidential, and may not disclose to any third party, any information or communication from, on behalf of, or with DroppShipp.com regarding your compliance with this Agreement or any information relating to DroppShipp.com, it’s customers (including Transaction Information) or to the 11299476 CANADA INC that is not known to the general public (“Confidential Information”). You  agree: to hold the Confidential Information in confidence by using the same degree of care to safeguard such Confidential Information as you use to protect your own information of like character, but in no event less than a reasonable degree of care; (ii) to limit disclosure of the Confidential Information except as permitted under this Agreement; (iii) not to directly or indirectly disclose any Confidential Information to any third party unless and only to the extent required by law; (iv) to use the Confidential Information solely and exclusively in accordance with the terms of this Agreement; (v) not remove or obscure proprietary rights/notices that appear on Confidential Information and copies thereof; and (vi) to advise DroppShipp.com promptly in writing of any unauthorized disclosure or use of Confidential Information

JURISDICTION

This Agreement is governed by and will be construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein without regard to its principles of conflicts of law. You agree to exclusive jurisdiction of the federal and provincial courts located in the Province of Ontario, and waive any jurisdictional, venue or inconvenient forum objections to such courts.

CONTENT AGREEMENT

By agreeing to the marketplace Vendor agreement, you grant the royalty-free use of any content you submit to us. You represent that you own any content you submit to us or you have the right to distribute submitted content. You will be responsible for any violation of rights for unauthorized content.

SEVERABILITY

If any section of this agreement is deemed unlawful, void or unenforceable, then that section shall be deemed severable and the remainder of the agreement will remain in force. Failure to enforce any section of this agreement by 11299476 CANADA INC does not constitute a waiver of 11299476 CANADA INC’ right to enforce such section or any other section in the future.

SIGNATURES

By signing below, the Vendor acknowledges their understanding of the terms of doing business with the Client, and agrees to abide by these terms at all times.