Innovation for Every Engineer
Marketplace
Brought to you by

Information about DesignSpark Marketplace

Terms of use

DesignSpark Marketplace Terms and Conditions


  • Minimum Contract Requirements
  • Buyer Terms for the DesignSpark Marketplace ("Buyer Terms")
  • Seller Terms for the DesignSpark Marketplace ("Seller Terms")


Minimum Contract Requirements

These Minimum Contract Requirements, together with any specific terms and conditions set out in the Seller’s pages on the DesignSpark Marketplace for the relevant Marketplace Products, shall constitute the contract between the Seller (“we” or “us” or “our” below) and the Buyer (“you” or “yours” below), from the point an order is accepted by a Seller. In the event of any conflict or inconsistency between these Minimum Contract Requirements and any specific terms and conditions set out in the Seller’s pages on the DesignSpark Marketplace for the relevant Marketplace Products, these Minimum Contract Requirements shall prevail.

1.             Information about us and how to contact us

1.1          You can find details about us, and how to contact us, on our pages on DesignSpark Marketplace.

2.             Our contract with you

2.1          How we will accept your order. Our acceptance of your order will take place when we inform you that your order is accepted via the DesignSpark Marketplace messaging system, at which point a contract will come into existence between you and us.

2.2          If we cannot accept your order. If we are unable to accept your order, we will inform you of this in writing via the DesignSpark Marketplace messaging system and will not charge you for the Marketplace Product. This might be because the Marketplace Product is out of stock, because of unexpected limits on our resources which we could not reasonably plan for, because we have identified an error in the price or description of the product or because we are unable to meet a delivery deadline you have specified.

3.             Providing the products

3.1          Delivery costs. The costs of delivery will be as displayed to you on our page on the DesignSpark Marketplace.

3.2          When we will provide the products.

 

 

Marketplace Product: Goods

Marketplace Product: Streamed/ downloaded digital content

Marketplace Product: Software

When we will provide the Marketplace Products

As soon as reasonably possible and in any event within the timescales set out on our page on the DesignSpark Marketplace.

We will make the digital content available for download promptly after we accept your order.

We will deliver such software to you by the mechanism and within the timescales set out on our page on the DesignSpark Marketplace.

How long do I have to change my mind and cancel the contract?

14 days after the day you (or someone you nominate) receives the goods, unless:

(i) your goods are split into several deliveries over different days. In this case you have until 14 days after the day you (or someone you nominate) receives the last delivery to change your mind about the goods; or

(ii) your goods are for regular delivery over a set period.  In this case you have until 14 days after the day you (or someone you nominate) receives the first delivery of the goods.

14 days after the day we confirm we accept your order, or, if earlier, until you start downloading or streaming.  If we delivered the digital content to you immediately, and you agreed to this when ordering, you will not have a right to change your mind.

14 days after the day we confirm we accept your order, or, if earlier, until you start downloading the software.

Additional rights or restrictions

 

Where you purchase digital content or software you can use it in the following manner:

-    You may only use it for your own purposes and must not sell or provide it to any third party without our prior written agreement.

-    It is a non-exclusive licence to use the digital content or software and such licence only lasts for the term of the licence granted as set out on our relevant pages of the DesignSpark Marketplace for the applicable Marketplace Product.

-    You may make backup copies for your own lawful use.

-    You may sub-licence a third party provider of IT services to use the digital content or software solely in support of your own purposes. 

You must not remove our trade mark, copyright notice or any other proprietary notice from the digital content or software unless otherwise specified on our relevant pages of the DesignSpark Marketplace for the applicable Marketplace Product.

 

3.3          Ending the contract for late delivery. If we do not deliver the Marketplace Products within the timescales specified in clause 3.2, you may choose to treat the contract as at an end for late delivery by cancelling your order for any of the Marketplace Products or rejecting Marketplace Products that have been delivered. If you wish, you can reject or cancel the order for some of those Marketplace Products (not all of them), unless splitting them up would significantly reduce their value. After that we will refund any sums you have paid to us for the cancelled Marketplace Products and their delivery.  If the Marketplace Products have been delivered to you, you must either return them in person to where you bought them, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. You can find details on how to contact us on our pages on DesignSpark Marketplace.

4.             Your rights to end the contract

4.1          You can always end your contract with us.  Your rights when you end the contract will depend on what you have bought, whether there is anything wrong with it, how we are performing and when you decide to end the contract:

(a)        If what you have bought is faulty or misdescribed you may have a legal right to end the contract (or to get the product repaired or replaced or to get some or all of your money back), see section below titled "Summary of your key legal rights";

(b)        If you want to end the contract because of something we have done or have told you we are going to do, see clause 4.2;

(c)        If you have just changed your mind about the product, see clause 4.3. You may be able to get a refund if you are within the cooling-off period, but this may be subject to deductions;

(d)        In all other cases (if we are not at fault and there is no right to change your mind), see clause 4.5.

4.2          Ending the contract because of something we have done or are going to do. If you are ending a contract for a reason set out at (a) to (c) below the contract will end immediately and we will refund you in full for any Marketplace Products which have not been provided and you may also be entitled to compensation. The reasons are:

(a)        we have told you about an error in the price or description of the Marketplace Product you have ordered and you do not wish to proceed;

(b)        there is a risk that supply of the Marketplace Products may be significantly delayed because of events outside our control; or

(c)        you have a legal right to end the contract because of something we have done wrong (including because we have delivered late (see clause 3.3).

4.3          Exercising your right to change your mind (Consumer Contracts Regulations 2013). For most products bought online you have a legal right to change your mind within 14 days and receive a refund.  These rights, under the Consumer Contracts Regulations 2013, are explained in more detail in the table at clause 3.2.

4.4          When you don't have the right to change your mind.  You do not have a right to change your mind in respect of:

(a)        materially bespoke or customised goods that cannot reasonably be expected to be sold to an alternative buyer;

(b)        digital products after you have started to download or stream these;

(c)        services, once these have been completed, even if the cancellation period is still running;

(d)        products sealed for health protection or hygiene purposes, once these have been unsealed after you receive them;

(e)        sealed audio or sealed video recordings or sealed computer software, once these products are unsealed after you receive them; and

(f)         any products which become mixed inseparably with other items after their delivery.

4.5          Ending the contract where we are not at fault and there is no right to change your mind. Even if we are not at fault and you do not have a right to change your mind (see clause 4.4), you can still end the contract before it is completed, but you may have to pay us compensation. A contract for Marketplace Products is completed when the product is delivered, downloaded or streamed and paid for. If you want to end a contract before it is completed where we are not at fault and you have not changed your mind, just contact us to let us know. The contract will end immediately and we will refund any sums paid by you for products not provided but we may deduct from that refund (or, if you have not made an advance payment, charge you) reasonable compensation for the net costs we will incur as a result of your ending the contract

4.6          Your obligation to return rejected products. If you wish to exercise your legal rights to reject products you must either, post them back to us or (if they are not suitable for posting) allow us to collect them from you. We will pay the costs of postage or collection. You can find details on how to contact us, on our pages on DesignSpark Marketplace.

4.7          When we will pay the costs of return. We will pay the costs of return:

(a)        if the products are faulty or misdescribed;

(b)        if you are ending the contract because we have told you of an upcoming change to the product or these terms, an error in pricing or description, a delay in delivery due to events outside our control or because you have a legal right to do so as a result of something we have done wrong; or

(c)        if you are exercising your right to change your mind.

In all other circumstances (including where you are exercising your right to change your mind) you must pay the costs of return.  

4.8          When your refund will be made. We will make any refunds due to you as soon as possible.  If you are exercising your right to change your mind then:

(a)        If the Marketplace Products are goods and we have not offered to collect them, your refund will be made within 14 days from the day on which we receive the product back from you or, if earlier, the day on which you provide us with evidence that you have sent the product back to us. For information about how to return a product to us, see clause 4.6.

(b)        In all other cases, your refund will be made within 14 days of your telling us you have changed your mind.

4.9          Summary of your legal rights. We are under a legal duty to supply products that are in conformity with this contract. See the box below for a summary of your key legal rights in relation to the Marketplace Products. Nothing in these terms will affect your legal rights.

Summary of your key legal rights

This is a summary of your key legal rights. These are subject to certain exceptions. For detailed information please visit the Citizens Advice website www.adviceguide.org.uk or call 03454 04 05 06.

If your product is goods, the Consumer Rights Act 2015 says goods must be as described, fit for purpose and of satisfactory quality. During the expected lifespan of your product your legal rights entitle you to the following:

·         up to 30 days: if your goods are faulty, then you can get an immediate refund. 

·         up to six months: if your goods can't be repaired or replaced, then you're entitled to a full refund, in most cases. 

·         up to six years: if your goods do not last a reasonable length of time you may be entitled to some money back.  

See also clause 4.3.

If your product is digital content, the Consumer Rights Act 2015 says digital content must be as described, fit for purpose and of satisfactory quality:

·         if your digital content is faulty, you're entitled to a repair or a replacement.

·         if the fault can't be fixed, or if it hasn't been fixed within a reasonable time and without significant inconvenience, you can get some or all of your money back.

·         if you can show the fault has damaged your device and we haven't used reasonable care and skill, you may be entitled to a repair or compensation.

See also clause 4.3.

If your product is services, for example a support contract for goods, the Consumer Rights Act 2015 says:

·         you can ask us to repeat or fix a service if it's not carried out with reasonable care and skill, or get some money back if we can't fix it.

·         if you haven't agreed a price beforehand, what you're asked to pay must be reasonable.

·         if you haven't agreed a time beforehand, it must be carried out within a reasonable time.

See also clause 4.3.

 

5.             Our responsibility for loss or damage suffered by you

5.1          We are responsible to you for foreseeable loss and damage caused by us. If we fail to comply with these terms, we are responsible for loss or damage you suffer that is a foreseeable result of our breaking this contract or our failing to use reasonable care and skill, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if either it is obvious that it will happen or if, at the time the contract was made, both we and you knew it might happen, for example, if you discussed it with us during the sales process.

5.2          We do not exclude or limit in any way our liability to you where it would be unlawful to do so. This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors; for fraud or fraudulent misrepresentation; for breach of your legal rights in relation to the products as summarised at clause 4.9.

5.3          We are not liable for business losses. If you use the products for any commercial, business or re-sale purpose we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.

6.             How we may use your personal information

Please refer to our Privacy Policy for more information on how we will use your personal information and who this may be shared with.

7.             Other important terms

7.1          Which laws apply to this contract and where you may bring legal proceedings. These terms are governed by English law and you can bring legal proceedings in respect of the products in the English courts. If you live in Scotland you can bring legal proceedings in respect of the products in either the Scottish or the English courts. If you live in Northern Ireland you can bring legal proceedings in respect of the products in either the Northern Irish or the English courts.


Buyer Terms for the DesignSpark Marketplace ("Buyer Terms")

By placing an order on our online marketplace platform, you confirm that you have read and agreed to be bound by the terms and conditions below which apply to you and the terms of any other documents expressly referred to herein. References in these Buyer Terms to "you" or "your" are to you or, if you are acting in the course of business or employment, to the business that you have the authority to bind and references to "we" "our" or "us" are to RS Components Limited and each of its group companies. 

1)    Application of Buyer Terms

These Buyer Terms shall apply in addition to our Terms and Community Guidelines, our Privacy Policy and our Cookie Policy when you use the online market place platform ("DesignSpark Marketplace") which we provide registered users of Design Spark ("Members") to buy any goods, products, designs, software or any other material (together, "Marketplace Products") from a third party seller ("Seller"). When you are using the DesignSpark Marketplace to sell any Marketplace Products, the Seller Terms for the DesignSpark Marketplace shall apply in place of these Buyer Terms. In order to buy or sell Marketplace Products on the DesignSpark Marketplace, you must register as a Member.

Please read these Buyer Terms carefully and make sure that you understand them before using the DesignSpark Marketplace and/or acquiring any Marketplace Products.

The Buyer Terms are subject to change from time to time without notice so should be checked regularly.  Every time you wish to use the DesignSpark Marketplace or buy any Marketplace Products, please check the Buyer Terms to ensure you understand the terms which will apply at that time.

2)    Buying Marketplace Products on the DesignSpark Marketplace

When you buy any Marketplace Products on the DesignSpark Marketplace, you are not buying those Marketplace Products from us but rather from the Seller.

The descriptions and details (including any images or videos) of any Marketplace Products on the DesignSpark Marketplace are provided to us by the relevant Seller. We cannot guarantee that any descriptions are accurate, complete, reliable or error-free. Please refer to section 7 below if any Marketplace Products you have ordered are not as described, flawed or of a lower quality than the corresponding market standards.

When you submit an order through the DesignSpark Marketplace and enter your payment details, you are offering to enter into a contract with the Seller. This contract will be for the type and number of Marketplace Products indicated in the order at the price specified. The terms and conditions which will apply to that contract of sale will be the Minimum Contract Requirements in conjunction with any specific terms and conditions set out in the Seller’s pages on the DesignSpark Marketplace for the relevant Marketplace Products. By submitting the order you are offering to enter into a contract on those terms.

If the Seller discovers an error in the price of any Marketplace Products that you have ordered, the Seller will inform you of this as soon as possible and give you the option of reconfirming your order at the correct price or cancelling it. If you choose to cancel your order and you have already paid for the Marketplace Products, you will be entitled to receive a full refund from the Seller.

Once you submit an order, the Seller will be able to accept or reject the order. If the Seller rejects the order, you will be informed by the DesignSpark Marketplace messaging system. The Seller will not be entitled to take any payment from you when it rejects an order. If the Seller takes payment, it will be deemed to have accepted your order. Once the order is accepted, the contract between you and the Seller will be binding.

We are not party to the contract of sale for the Marketplace Products – it is made between you and the Seller only.

We require all Sellers to offer to sell Marketplace Products in the DesignSpark Marketplace on the terms and conditions set out in the Minimum Contract Requirements  in conjunction with any specific terms and conditions set out in the Seller’s pages on the DesignSpark Marketplace for the relevant Marketplace Products. If you believe the Seller is offering Marketplace Products for sale on the DesignSpark Marketplace on terms and conditions which conflict with the Minimum Contract Requirements, please inform us at the contact details in section 9 below. We would advise you do not buy Marketplace Products from any Seller who seeks to apply terms and conditions that conflict with the Minimum Contract Requirements.

3)    Prices of Marketplace Products and Paying for them

Each Seller is free to set the price at which it sells any Marketplace Products and any charges it levies in relation to any packaging or postage.

Any payments you make will be made directly to the Seller using Stripe and other third party payment mechanisms we choose to support in the DesignSpark Marketplace. You will need to be able to make payments via Stripe or another third party whose payment service we support in order to conclude purchases of Marketplace Products in the DesignSpark Marketplace.

4)    Delivery of Marketplace Products

Where you agree to purchase Marketplace Products from a Seller we are not responsible for the delivery, performance or any loss or damage caused by such Marketplace Products, except where the delivery issue is a result of a problem with the DesignSpark Marketplace in which case we will use reasonable endeavours to resolve the issue.

5)    Access to the DesignSpark Marketplace

While we make reasonable efforts to ensure that the DesignSpark Marketplace is available to you at the time you need it, we make no guarantees that access to the DesignSpark Marketplace will be available at any particular time, or will be uninterrupted or error free. We may suspend, withdraw, discontinue or change all or any part of the DesignSpark Marketplace without notice and we may from time to time carry out routine and emergency maintenance on the DesignSpark Marketplace, during which time you will not be able to access the DesignSpark Marketplace. We will not be liable to you if for any reason the DesignSpark Marketplace is unavailable at any time or for any period.

You are responsible for making all arrangements necessary (including configuring information technology, computer programs and platform, and using your own anti-virus software) in order for it to access and/or use the DesignSpark Marketplace.

If you break any of these terms, or any of the Terms and Community Guidelines, our Privacy Policy or our Cookie Policy , or if you are ever acting as a Seller and breach the Seller Terms for the DesignSpark Marketplace, we may suspend or permanently rescind your access to the DesignSpark Marketplace.

6)    Charges for using the DesignSpark Marketplace

We do not charge our Members a fee for buying any Marketplace Products from a Seller in the DesignSpark Marketplace.

7)    Problems with Orders

Where you agree to purchase Marketplace Products from a Seller and you identify an issue with any Marketplace Products when they are delivered, or if the Marketplace Products are not delivered to you in the timescales indicated by the Seller, as a first step you should contact the Seller directly using the messaging tool described at section 8 below.

If the Seller fails to respond to you on issues raised, or you feel the Seller’s response does not resolve your issue, you may notify us using the Zendesksupport and we will assist you to resolve the issue, however we do not promise to be able to resolve any such complaint nor do we accept any responsibility or liability for such issues.

8)    Communicating with Sellers

As part of the DesignSpark Marketplace, we provide a messaging tool which you can use to communicate with Sellers to ask questions about the Marketplace Products they are providing and for you to follow up on any orders you place. You must use the messaging tool in accordance with the Terms and Community Guidelines.

9)    Communicating with Us

If you have any questions or complaints about the DesignSpark Marketplace or a Seller, please contact us. You can submit a support request via the Zendesk support 

10) Warranties

DesignSpark Marketplace is provided to you on an “as is” basis without warranty of any kind. We make no representation, and give no warranty or undertaking that the operation or availability of the DesignSpark Marketplace will be uninterrupted or error-free or that you will buy any Marketplace Products. Access to the DesignSpark Marketplace is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the DesignSpark Marketplace without notice and we or a related person may from time to time carry out routine and emergency maintenance of the DesignSpark Marketplace, during which time you may be unable to access the DesignSpark Marketplace.  We will not be liable to you if for any reason the DesignSpark Marketplace is unavailable at any time or for any period.

The express provisions of these Buyer Terms are in place of all warranties, representations, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise (including but not limited to implied undertakings of satisfactory quality, conformity with description and reasonable fitness for purpose), all of which are hereby excluded by us to the maximum extent permitted by law.

11) Our liability to you

When you order any Marketplace Products on the DesignSpark Marketplace, the contract for the purchase of Marketplace Products is between you and the relevant Seller. We are not responsible for any loss or damage you suffer that is a result of a Seller breaching that contract or a Seller failing to use reasonable care and skill.

You shall bring any claims in respect of any Marketplace Products against the relevant Seller and not us.

Nothing in these Buyer Terms shall limit or exclude our liability for: (i) death or personal injury resulting from negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any liability which cannot be limited or excluded by applicable law.

Subject to the previous paragraph, our total aggregate liability (whether in contract, misrepresentation (whether tortious or statutory), tort (including negligence), restitution, breach of statutory duty or otherwise) arising out of or in connection with any loss or damage suffered by you under or in connection with these Buyer Terms or your use of the DesignSpark Marketplace shall be limited to the higher of (a) £1000 (one thousand pounds sterling) or (b) the total price of any Marketplace Products actually bought by you through the DesignSpark Marketplace.

12) General

These Buyer Terms and any action, dispute or claim arising out of or in connection with either these Buyer Terms or their subject matter or formation (including any dispute or claim relating to non-contractual obligations) shall be governed by and construed in accordance with the laws of England and Wales. You agree to submit any dispute arising out of or in connection with these Buyer Terms or their subject matter or formation (including any dispute or claim relating to non-contractual obligations) to the exclusive jurisdiction of the courts of England and Wales.

These Buyer Terms together with our Terms and Community Guidelines, our Privacy Policy and our Cookie Policy shall constitute the entire agreement in relation to their subject matter, and replaces and extinguishes all prior agreements, draft agreements, arrangements, undertakings or collateral contracts of any nature made by the parties, whether oral or written, in relation to such subject matter.  Each party acknowledges that it is not relying on, and shall have no rights or remedies (whether in tort (including negligence), under statute or otherwise) in respect of any statements, collateral or other warranties, assurances, undertakings or representations (whether innocently or negligently made) by the other party in relation to the subject matter of such order, except for those rights and remedies available under these Buyer Terms. Nothing shall exclude or restrict the liability of either party arising out of fraud, fraudulent misrepresentation or fraudulent concealment.


Seller Terms for the DesignSpark Marketplace ("Seller Terms")

By placing a product for sale on our online marketplace platform, you confirm that you have read and agreed to be bound by the terms and conditions below which apply to you and the terms of any other documents expressly referred to herein. References in these Seller Terms to "you" or "your" are to you or, if you are acting in the course of business or employment, the business that you have the authority to bind and references to "we" "our" or "us" are to RS Components Limited and each of its group companies. 

1)    Application of Seller Terms

These Seller Terms shall apply in addition to our Terms and Community Guidelines, our Privacy Policy and our Cookie Policy  when you use the online marketplace platform ("DesignSpark Marketplace") which we provide registered users of DesignSpark ("Members") to sell any goods, products, designs, software or any other material (together, "Marketplace Products") to a third party buyer ("Buyer"). When you are using the DesignSpark Marketplace to buy any Marketplace Products, the Buyer Terms for the DesignSpark Marketplace shall apply in place of these Seller Terms. In order to buy or sell Marketplace Products on the DesignSpark Marketplace, you must register as a Member.

Please read these Seller Terms carefully and make sure that you understand them before using the DesignSpark Marketplace and/or selling any Marketplace Products.

The Seller Terms are subject to change from time to time without notice so should be checked regularly.  Every time you wish to use the DesignSpark Marketplace or sell any Marketplace Products, please check the Seller Terms to ensure you understand the terms which will apply at that time.

2)    Selling Marketplace Products on the DesignSpark Marketplace

The DesignSpark Marketplace page is where Buyers will be provided with information about a Marketplace Product. You are responsible for uploading accurate and consistent details about your Marketplace Product and you are required to be clear and specific about the item which you are selling (including making sure that your page describes the item for sale and provides (where applicable) an image of that Marketplace Product and any special conditions relating to it).  When you sell any Marketplace Products on the DesignSpark Marketplace, you are selling those Marketplace Products directly to the Buyer. We are not party to that transaction.

The Buyer may use the DesignSpark Marketplace to order Marketplace Products which you offer for sale on your page or pages on the DesignSpark Marketplace. When a Buyer submits an order in respect of those Marketplace Products, it is offering to enter into a contract with you to buy those Marketplace Products. This contract will be for the type and number of Marketplace Products indicated in the order at the price specified.

If you discover an error in the price of any Marketplace Products that you have offered for sale on your page, you will update the content on your page and if applicable give the Buyer the option of reconfirming the order at the correct price or cancelling it. If the Buyer chooses to cancel the order and has already paid for the Marketplace Products, you will provide a full refund.

You will be required to provide Buyers with any specific terms and conditions which apply to that contract of sale, however those terms and conditions shall operate in conjunction with, and not contradict, the Minimum Contract Requirements . When the Buyer submits an order it is offering to enter into a contract with you on those terms.You must read the Minimum Contract Requirements carefully as you will be bound by these, and must be able to comply with them, in relation to your contracts of sale with Buyers.

Once the Buyer has submitted an order, you will be notified of this on the DesignSpark Marketplace messaging system and you will be entitled to either accept or reject the order. If you wish to reject an order, you must do so within 5 (five) working days by selecting the option to reject the order and informing the Buyer on the DesignSpark Marketplace messaging system. If you do not reject an order within this timescale, you will be deemed to have accepted the order. You will not be entitled to take any payment from a Buyer when you reject an order. If you take payment from a Buyer, you will be deemed to have accepted the Buyer’s order. Once the order is accepted, the contract between you and the Buyer will be binding.

3)    Prices of Marketplace Products and Paying for them

You are free to set the price at which you offer any Marketplace Products for sale and any charges which you wish to levy in relation to any packaging or postage. You must display your prices clearly on the relevant page on the DesignSpark Marketplace and all prices must be inclusive of VAT.

Any payments made to you will be made directly by the Buyer using Stripe and other third party payment mechanisms we choose to support in the DesignSpark Marketplace. You will require a suitable account with Stripe, or another third party whose payment service we support, in order to conclude sales of Marketplace Products in the DesignSpark Marketplace.

4)    Delivery of Marketplace Products

You are responsible for arranging delivery of the Marketplace Products to the Buyer. Your pages on the DesignSpark Marketplace must specify estimated delivery times for your Marketplace Products (with any such times to start from when you accept or are deemed to have accepted the order).

We are not responsible for the delivery, performance or any loss or damage caused by such Marketplace Products, except where the delivery issue is a result of a problem with the DesignSpark Marketplace in which case we will use reasonable endeavours to resolve the issue.

5)    Access to the DesignSpark Marketplace

While we make reasonable efforts to ensure that the DesignSpark Marketplace is available to  you at the time you need it, we make no guarantees that access to the DesignSpark Marketplace will be available at any particular time, or will be uninterrupted or error free. We may suspend, withdraw, discontinue or change all or any part of the DesignSpark Marketplace without notice and we may from time to time carry out routine and emergency maintenance on the DesignSpark Marketplace, during which time you will not be able to access the DesignSpark Marketplace. We will not be liable to you if for any reason the DesignSpark Marketplace is unavailable at any time or for any period.

You are responsible for making all arrangements necessary (including configuring information technology, computer programs and platform, and using your own anti-virus software) in order for it to access and/or use the DesignSpark Marketplace.

If you break any of these terms, or any of the Terms and Community Guidelines, our Privacy Policy or our Cookie Policy , or if you are ever acting as a Buyer and breach the Buyer Terms for the DesignSpark Marketplace, we may suspend or permanently rescind your access to the DesignSpark Marketplace.

6)    Your Content

You grant us and our subcontractors the worldwide, non-exclusive, perpetual, irrevocable, transferable and sub-licensable right to use, copy and modify any content you upload to your pages on the DesignSpark Marketplace to the extent necessary for us to (i) operate the DesignSpark Marketplace; (ii) advertise and/or promote the DesignSpark Marketplace and/or your Marketplace Products; and (iii) facilitate the sale of your Marketplace Products to Buyers and address any queries, complaints or actions arising from any sale or prospective sale.

We may remove any content which you upload to the DesignSpark Marketplace without notice to you at our discretion including where we believe that it breaches these Seller Terms, the Terms and Community Guidelines and any applicable laws.

7)    Indemnity

You shall defend, indemnify and hold harmless us and any related persons against any and all claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with your uploaded content, claims from Buyers arising out of or in connection with your sale of the Marketplace Products, a breach of these Seller Terms, any contract for the supply of Marketplace Products or any reasonable instructions from us and/or any claim that the Marketplace Products sold by you infringe the intellectual property rights of any third party.

 

8)    Charges for using the DesignSpark Marketplace

We do not charge our Members a fee for listing any Marketplace Products for sale on the DesignSpark Marketplace. Currently, we do not charge a commission on any Marketplace Products which Buyers order from you through the DesignSpark Marketplace. However, we reserve the right to introduce such a commission in future. If we introduce such a commission we will update these terms and ask you to confirm you are happy to continue using the DesignSpark Marketplace on the new terms.

9)    Problems with Orders

Where you agree to sell Marketplace Products to a Buyer and they identify an issue with any Marketplace Products when they are delivered, or if the Marketplace Products are not delivered to them in the timescales indicated by you, as a first step they should contact you directly using the messaging tool described at section 10 below.

If you fail to respond to a Buyer on issues raised, or they feel your response does not resolve their issue, they may notify us using the Zendesk support and we will assist you to resolve the issue. However we do not promise to be able to resolve any such complaint nor do we accept any responsibility or liability for such issues. The indemnity in section 7 shall apply in respect of any issues raised with us pursuant to this section 9.

10) Communicating with Buyers

As part of the DesignSpark Marketplace, we provide a messaging tool which you can use to communicate with Buyers to respond to questions or messages raised in relation to your Marketplace Products or any orders. You must use the messaging tool in accordance with our Terms and Community Guidelines.

11) Communicating with Us

If you have any questions or complaints about the DesignSpark Marketplace or a Buyer, please contact us. You can submit a support request via the Zendesk support

12) Feedback

We encourage Buyers to leave a rating after each transaction. Ratings and comments are generally a permanent part of a Seller's profile. We may moderate any comments left by Buyers in line with the Terms and Community Guidelines . However, we cannot remove or adjust any rating on behalf of a Seller and you are responsible for managing the rating which you receive from any Buyers. 

13) Warranties

DesignSpark Marketplace is provided to you on an “as is” basis without warranty of any kind. We make no representation, and give no warranty or undertaking, that the operation or availability of the DesignSpark Marketplace will be uninterrupted or error-free or that you will sell any Marketplace Products. Access to the DesignSpark Marketplace is permitted on a temporary basis. We may suspend, withdraw, discontinue or change all or any part of the DesignSpark Marketplace without notice and we or a related person may from time to time carry out routine and emergency maintenance of the DesignSpark Marketplace, during which time you may be unable to access the DesignSpark Marketplace.  We will not be liable to you if for any reason the DesignSpark Marketplace is unavailable at any time or for any period.

The express provisions of these Seller Terms are in place of all warranties, representations, conditions, terms, undertakings and obligations implied by statute, common law, custom, trade usage, course of dealing or otherwise (including but not limited to implied undertakings of satisfactory quality, conformity with description and reasonable fitness for purpose), all of which are hereby excluded by us to the maximum extent permitted by law.

14) Our liability to you

When you sell any Marketplace Products on the DesignSpark Marketplace, the contract for the sale of Marketplace Products is between you and the relevant Buyer. We are not responsible for any loss or damage you suffer that is a result of a Buyer breaching that contract.

You shall bring any claims you may have in respect of any sale against the relevant Buyer and not us.

Nothing in these Seller Terms shall limit or exclude our liability for: (i) death or personal injury resulting from negligence; (ii) fraud or fraudulent misrepresentation; or (iii) any liability which cannot be limited or excluded by applicable law.

Subject to the previous paragraph:

·         our total aggregate liability (whether in contract, misrepresentation (whether tortious or statutory), tort (including negligence), restitution, breach of statutory duty or otherwise) arising out of or in connection with any loss or damage suffered by you under or in connection with these Seller Terms or your use of the DesignSpark Marketplace shall be limited to the higher of (a) £100 (one hundred pounds sterling) or (b) the total commission actually paid by you in relation to Marketplace Products sold through the DesignSpark Marketplace; and

·         we shall have no liability (whether in contract, misrepresentation (whether tortious or statutory), tort (including negligence), restitution, breach of statutory duty or otherwise) under or in connection with these Seller Terms or in connection with the provision of the DesignSpark Marketplace in respect of any: (i) indirect or consequential losses, damages, costs or expenses; (ii) loss of actual or anticipated profits; (iii) loss of contracts, loss of business or loss of opportunity; (iv) loss of use of money; (v) loss of anticipated savings; (vi) loss of revenue or ex gratia payments; (vii) loss of goodwill or reputation; (viii) loss of operation time; or (ix) loss of, damage to or corruption of, data (in each case,  whether such losses are direct, indirect, consequential, incidental, punitive, special, or otherwise, and, in each case, regardless of whether or not the party has been notified of the possibility of such loss, damage, cost or expense).  

15) General

These Seller Terms and any action, dispute or claim arising out of or in connection with either these Seller Terms or their subject matter or formation (including any dispute or claim relating to non-contractual obligations) shall be governed by and construed in accordance with the laws of England and Wales. You agree to submit any dispute arising out of or in connection with these Seller Terms or their subject matter or formation (including any dispute or claim relating to non-contractual obligations) to the exclusive jurisdiction of the courts of England and Wales.

These Seller Terms together with our Terms and Community Guidelines, our Privacy Policy and our Cookie Policy shall constitute the entire agreement in relation to their subject matter, and replaces and extinguishes all prior agreements, draft agreements, arrangements, undertakings or collateral contracts of any nature made by the parties, whether oral or written, in relation to such subject matter.  Each party acknowledges that, it is not relying on, and shall have no rights or remedies (whether in tort (including negligence), under statute or otherwise) in respect of any statements, collateral or other warranties, assurances, undertakings or representations (whether innocently or negligently made) by the other party in relation to the subject matter of such order, except for those rights and remedies available under these Seller Terms. Nothing shall exclude or restrict the liability of either party arising out of fraud, fraudulent misrepresentation or fraudulent concealment.