1. ADVISORY SELLER AGREEMENT FOR PROVISION OF E-COMMERCE SERVICES
The following agreement have been done based
on the consensus of both parties, by and between: “SS Marine LLC” & “XYZ
COMPANY – Seller” on date: day/month/year
1-
SS Marine LLC:
A company duly incorporated under the laws of the Emirates of Dubai
with commercial license
number 784037 and 741099 respectively
and having its registered office at Maliha Road, Industrial Area 18, Taha
Building, Showroom 14, Sharjah, United Arab Emirates.
2-
XYZ COMPANY: (Seller)
A Limited
Liability Company duly incorporated under the laws of the United Arab Emirates
with commercial license number ============ and having its registered office at
===========, United Arab Emirates;
Whereas;
SS Marine LLC owns the e-Commerce website and e-stores, on which SS
Marine offers and promotes commercial goods and products for companies
and/or individuals who have the right to sell and promote Marine
Goods.
And, seller wishes to sell and promote such Goods
thru SS MARINE website.
This contract is to state that based on the
aforementioned preamble, both SS Marine & the Seller agrees to jointly
works as “parties”, or individually as “party”.
Thereby; it was mutually agreed on the
following covenant:
1)
Standardization
of terminologies:
a.
Affiliate: Means
ü
The ultimate parent company of a Party.
ü
Any company
controlled by that ultimate holding
company.
ü
Any company controlling a Party.
ü
Any company
controlled by a Party.
b.
Seller: the Vendor that
SS MARINE going to sell their products on it’s e-Commerce website.
c.
Agreement: means this framework agreement.
d.
Working days: means any day which
is not a vacation day, or private sector public holiday
within the United Arab Emirates.
e.
Commencement date: means the date
of signing this
agreement.
f.
Goods: Items/Commercial
goods & Products.
g.
Website: e-Commerce
website & e-Store.
2)
Registration
& Selling process:
2.1 Account and Signature: Seller will sign with SS Marine this
agreement to open a seller account. This will happen by accepting the terms and
conditions through our portal that serves both parties. The required documents
will be as follows:
Ø
Business Registered with a valid trade license.
Ø
The physical address of Seller
business.
Ø
Bank account details where to deposit Seller payments.
Ø
Valid phone number and Email address.
Ø
Proof of identity (Passport copy or ID).
2.2 Listing: After approval of account
registration, Seller will send SS Marine
product listing data in
an Excel sheet or upload on the link, that must include the below parameters:
Ø
Title of product
Ø
Images & description
Ø
Cost of product
Ø
Selling price (For Margin Refer to commission structure)
Ø
Stock quantity
Ø
The dimension of product (WxHxD cm)
Ø
Weight in GMS.
Ø
Warranty details (if applies)
Ø
Store location.
ü Prices always set by Seller through
his self-managed dashboard. SS Marine will not change
prices without written approval from seller.
ü SS Marine is authorized to
set offers and discounts from it’s own Margin, and seller won’t deny promotions
set by SS Marine.
ü SS Marine will provide exclusivity on website to Seller for the brands where Seller have distribution rights.
3) Shipping: SS Marine notifies
the seller when the customer
places the order. The seller
has to prepare the order and will be informed
before collection by respective shipping partner of SS Marine. (Only applicable for SS
Marine back2back service)
3.1) Seller will periodically monitor & update SS Marine E-Store with the availability of
the products in its inventory along with detailed
specifications like size, color, texture,
or any required information of the
product. Order once placed at SS Marine website by the customer shall have
to be honored by the Seller to complete the order.
3.2) Packaging and transporting products safely and in such a manner that minimizes
the risk of damage to the product.
3.3) Provide all necessary
documentation, permits, certificates and consents to deliver the product.
4) Fees & Settlements:
Fees for Our Services are set out as mentioned below:
4.1 Service 1: Back2Back: where seller receives order and Dispatches from his shop to
be collected by courier assigned by
SS Marine.
Exclusive Fees:
Category |
Fees |
Collection Fees |
Water Sports |
25% |
0 AED per
order |
Water Accessories |
25% |
0 AED per Order |
Fishing |
25% |
0 AED per order |
Boats |
25% |
0 AED per order |
Service 2: SS Marine Express: where seller will keep the products
in our warehouse. And
customer will receive faster.
Exclusive Fees:
Brand |
Fees |
Storage Fees |
Display Fees |
Water Sports |
35% |
.... |
… |
Water Accessories |
35% |
… |
… |
Fishing |
35% |
… |
… |
Boats |
35% |
… |
… |
ü Seller can withdraw the products from SS Marine
Warehouse at any time, SS Marine require minimum of 3 working days to keep products
ready for Seller collection depending on number of items.
4.2
Seller
can verify sales reports through Seller account provide by SS
Marine and the report will include the price as agreed in Agreement on successfully sold
Seller products minus applicable fees
(“Sale Proceeds”).
4.3
SS
Marine will process payment to Seller by cheque or bank deposit
in 30 days credit line after received goods successfully
delivered to the buyer, and vendor’s invoice received.
5)
Returns: Seller undertakes to comply
with SS Marine return and refund policy as:
5.1
At its sole cost, products returned due to cancellation by a customer, or a quality check failure will be returned to Seller within seven (7) working
days.
5.2
Products marked as non-deliverable, and customer-initiated returns
will be returned to Seller
within twenty-one (21) working
days to thirty (30) working days for
products shipped internationally or as mutually agreed between the
parties
5.3 Under no circumstances will Seller have the right to reject the returned products.
5.4 SS Marine Customer Support
team will arrange
the return for Seller by arranging a courier pick- up for Seller item and a quick
return, at which point full refund is
made to Customer.
5.5 In the event of a return, SS Marine
is not entitled to any payment to the Seller.
6)
Confidentiality: Each Party shall use its best efforts to keep in strict confidence and shall bind all its employees to keep
in strict confidence all commercial and technical
information acquired by it concerning the other Party in consequence of this Agreement (hereinafter called “Confidential Information”).
No Party shall save as hereinafter provided, use or disclose any such
Confidential Information other
than for the purposes of this Agreement
or as expressly permitted by this Agreement. This clause shall survive the termination
of the Agreement.
7)
Term
and terminations:
7.1
This agreement shall
continue in full force for the period of (12) months effective from the
date of this agreement is signed. This agreement shall be automatically
renewed for successive additional period of (12) months unless either party
shall have delivered to the other written notice of his intention of not to
renew at least 30 days prior to expiration of the current term hereof.
7.2
Either party may
terminate this agreement immediately if
(i)
The other party commits
any material breach of this agreement which has not been remedied or cured
within 60 days of receipt of written notice.
(ii)
The other party ceases
to do business in the normal course.
7.3
If the other party fails
to perform any obligation and condition under this contract, the contract will
be terminated.
7.4 On termination by either party,
SS Marine will be liable to pay to seller for amount pending from orders which is sold on
website from seller store.
7.5
Lose control of their
assets.
8)
Indemnity:
Seller company shall defend,
indemnify and hold harmless
towards SSMARINE, its Affiliates
and their respective officers, directors, employees and agents (each an ‘Indemnified Party’) against all claims, losses or costs of any kind suffered
or incurred by an Indemnified Party (a “Claim”) directly
or indirectly arising
from:
a)
Any death or injury to any person, damage to any property or any other damage or loss due to any defect in or use of any Product.
b)
Any Product recall or safety
alert.
c)
Any infringement or misappropriation of any proprietary right by any Product, Product
information or other content provided by the vendor.
d)
Seller’s negligence or intentional misconduct
e)
Seller’s breach of this Agreement
9)
Governing
Law and Jurisdiction:
This
agreement shall be governed and construed in accordance with the law of United
Arab Emirates. Any dispute with the consensus will cause a legal action and
shall be submitted to jurisdiction court.
In witness whereof
the parties have hereto caused
their respective Signatures and Company seal to
be affixed the day and year first hereinabove mentioned.
SS MARINE LLC |
SELLER COMPANY |
Name: |
Name: |
Designation: |
Designation: |
Date: |
Date: |
Signature: |
Signature: |
Schedule 1 Commercial Terms
1. Price List
Except
otherwise agreed between parties, SSMARINE will agree with the vendor on the sale price of each product to be featured on SSMARINE’s
website. However, in no circumstances shall the vendor provide a selling
price to SSMARINE that is higher than the lowest online
retail price of the product.
Vendor shall
provide discounts and offers to SSMARINE that matches any offers and discounts
that is offered for the same products to its customers on other websites or sales channels.
The
margins of SSMARINE will be 25% of the product’s agreed online sale price, or
otherwise as agreed between both parties.