Subcriptions are free during Covid lock down.

Sellers will be given options to subscribe to different packages based on how many products they have in their store with one month free.

Registration and setting up a Vendor account

  1. To be on Henley Circle as a Vendor you must meet one of the following criteria:
    a)  Have an RG9 home address
    b)  Have an RG9 business address
    c)  Have a history of selling in the local markets or supplying the local retailers
    d)  Have a history of servicing the area regularly in some other way
  2. To sell as a Vendor on the Henley Circle, you must set up a Vendor account. To set up a Vendor account you are required to provide the following:
    a)  Your legal name and that of your business
    b)  Your physical address (or that of the business)
    c)  E-mail address
    d)  Telephone number
    e)  Full terms and conditions on one page for your store front
    f)   Shipping and delivery terms (also in e) above)
    g)  Returns terms and address (also in e) above)

    h)   Ltd company details (if applicable) in your store policies
    i)  VAT registration details (if applicable) in your store policies
    j)  Any further information we may reasonably require
  3. You warrant that such information is, at the time you provide it, true, accurate and complete and that it is your responsibility to keep your information up to date. By setting up a Vendor account and registering as a Vendor you agree to accept and be bound by these Henley Circle Terms and Conditions.
  4. The currency of your Vendor account will be British pounds sterling.  Vendors need a Stripe account to take payments online from customers and to pay monthly subscription fees.
  5. You are expected to market your vendor store and product links through your usual channels.  Henley Circle does not market individual vendors or their products however, will use content created by any vendor on social media intermittently.
  6. When you register a Vendor account with Henley Circle as a business that you have the authority to legally bind that business and, you are authorised to enter into these Terms and Condition on behalf of the business.
  7. That you or your business will comply with all Applicable Laws of your obligations and will ensure that all agents and subcontractors similarly comply.
  8. Henley Circle do not agree to Market any Store individually.  Social Media accounts will be updated with new products, new Stores and other content it deems relevant and/or useful.
  9. Your policies and terms and conditions of sale (including without limitation refund and return policies and item warranties) must be available to each Buyer at all times. They must offer Buyers no less favourable terms than any offered by Henley Circle on the Website.
  10. You will accept and process returns, refunds and adjustments in accordance with these Terms and Conditions. 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 purchases made on your store.
  11. Henley Circle will not be responsible for any conflicts between a Vendor and a Buyer however, if conflicts are not resolved your account may be suspended.
  12. You will ensure that the customer service you provide and terms on which you offer or sell an item through the Website are at least as favourable to customers as the most favourable customer service and other corresponding terms offered by you for that item through other channels (excluding physical stores) including without limitation online channels, mobile device applications, catalogues, third party platforms or marketplaces, and other non-physical sales channels.
  13. At all times you are responsible for the safety and security of your Vendor account and should not give details of it or of your log-in details to any other person. In the event that your Vendor account and/or secure details are compromised you must immediately change any such details.
  14. On registration you will be nominated a Shop Name which you may chose yourself (provided it does not already exist in the Henley Circle store list). The Shop Name must not be misleading, be open to confusion with any company name which is protected by trademark law or infringe our or any third party’s Intellectual Property Rights.  Your Shop Name must not use text formatting or other words to make it stand out, it must be your Shop/Business Name only.
  15. Vendors will receive new order emails. You must monitor your Vendor account or notification of a sale also. You should not rely on e-mails to notify you of a sale and should always verify any e-mail notifications by logging into your Vendor account.
  16. By Listing items for sale you represent and warrant:
    a)  to prospective Buyers that: you are the legal owner of the item or are properly authorised by the owner to sell the item and are able to transfer good title to the item free from any third party claims, liens or encumbrances and that the listing is accurate, current and complete and is not misleading or otherwise deceptive;
    b)  to Henley Circle that, the item is not one that would fall within any of the Prohibited Items.
  17. Where you are Listing items for sale as a business you must by law make that clear to Buyers and potential Buyers reading your listing.
  18. You will ensure that all content and other information you provide to us regarding each item you offer or sell on or through Henley Circle site will be of at least the same quality, completeness, and accuracy as the highest quality and most complete and accurate content and other information displayed or used by you for similar items on other non-physical sales channels.
  19. By uploading any Listings, content, data, images or other materials onto the Website, to the fullest extent that you have the legal right to do so, you grant Henley Circle the right to share across the web and on social media channels.
  20. Vendors must ensure that their Listings accurately describe the items that they offer for sale and are not misleading to Buyers. You are solely responsible for the accuracy of all information to be displayed to Buyers, including method of delivery and returns policy.
  21. When you List an item for sale and a Buyer chooses to buy from you, you are obliged to sell the item to the Buyer at the price advertised. You must dispatch the item to the Buyer and honour the advertised price unless there was a clear mistake involved in the pricing.
  22. It is your legal responsibility to ensure any Listing information you create and provide complies with all Applicable Laws.
  23. You must not in your Listings or otherwise infringe third party Intellectual Property Rights.
  24. You must not make any attempt to manipulate any other Vendor’s pricing or Listing in any way.
  25. You warrant that the sale of any item you List is not in breach of any Applicable Laws.If we have reason to believe that you are in breach of the above provisions relating to the legality of sale or that you are otherwise in breach of any Applicable Law, we may suspend or terminate your account at any time pending investigation of the issue.
  26. You agree to indemnify and hold us harmless against any claim or action brought by third parties, arising out of or in connection with: (i) your use of the Website; (ii) your breach of these Terms and Conditions; (iii) infringement of any third party’s Intellectual Property Rights; or (iv) any item supplied by you to a Buyer.
  27. All customer transactions take place via Stripe’s secure platform, however Vendors will bear all risk of fraud and attempted fraud by Buyers through fraudulent non-delivery claims as well as risk of genuine loss or damage in transit and should be adequately insured to that effect.
  28. We may in our sole discretion suspend or revoke your account at any time pending investigation of a fraud matter, and you shall co-operate fully with any request from us for information and/or assistance in investigating such matters.

Product Listings

  1. All images of products should be of good quality, not contain distasteful subject matter, over 900px by 900px in size and be a true representation of the item.
  2. Texts in listings to be a fair description of the item.
  3. Listings do not lead to the continuity of the site layout being compromised e.g. long product titles.
  4. Henley Circle admin may alter your listing if required.
  5. No individual product you sell can be priced/worth more than £260.

Restrictions

  1. We reserve the right to restrict new Vendors to a certain volume of sales or Listings or total inventory value until such time as trading history has been established. We reserve the right to change these at any time and without prior notice.

 

Fulfilment, Dispatch and Delivery

  1. Henley Circle will, through the site, confirm each order placed to the Vendor and the Buyer.
  2. Vendors must dispatch items as per their Delivery options and associated Delivery terms displayed on your store.  If this differs the Buyer must be informed.If an order is shipped and monies transferred but the item is not received by the Buyer then the Vendor must resolve the situation promptly with the Buyer. Should Henley Circle become liable for the refund for any reason whatsoever and a payout is made, the Vendor will refund Henley Circle the full amount plus a £25 administration fee.
  3. Unless the Buyer and Vendor expressly agree otherwise, the following terms and conditions will apply to the contract between the Buyer and Vendor for the sale of the relevant item: (i) Vendor shall make all postage and/or delivery charges visible to the Buyer at the time of ordering. (ii) Customs, import, export and excise duty, VAT and any other taxes associated with the sale (if applicable) will be included in the price shown on the Henley Circle site where the Buyer is located within the European Union. (iii) It is the Vendor’s responsibility to determine, collect and remit the applicable VAT, customs, import, excise duties and any other taxes associated with the sale where the Buyer is located within the European Union. (iv) the sale will be subject to all terms implied by Applicable Law. (v) the contract between the Buyer and Vendor will be governed by the laws of England and Wales and the parties irrevocably submit to the non-exclusive jurisdiction of the courts of England and Wales. (vi) The Vendor is solely responsible for, and bears all risk and liability for sourcing, storing, selling, fulfilling and delivering all orders placed with it by Buyers.
  4. The same terms of this agreement apply to orders paid for by BACs or Cash.In the event that the Buyer’s payment has already been processed and the item is not dispatched by you for any reason, you must remedy the issue immediately with the Buyer.
  5. When a Buyer places an order, we will send the Buyer e-mails confirming the details of the item they have ordered and information regarding the processing of their payment. You must only correspond with the Buyer in direct relation to their order inline with GDPR legislation.  You must only store information of the Buyer to fulfil the order or service. You must not add their details to a marketing database or other such resource.
  6. We reserve the right to suspend or remove access to the service for Vendors who are frequently unable to dispatch goods as outlined in their delivery terms.
  7. You are responsible for the performance of any services you employ or sub-contract in order to fulfil your orders, including postal services or couriers. If a service you have employed to fulfil your order is unable to meet their obligations and thus your obligations, you must refund the Buyer immediately and take up the dispute directly with the service operator.
  8. Proof of postage does not equate to proof of delivery and Vendors are expected to obtain the necessary insurance in order to make a claim in the event that an item is reported as missing or lost.
  9. You are responsible for any non-delivery, mis-delivery, theft or other mistake or act in connection with the fulfilment and delivery of items Listed and sold by you.

 

Refunds and Buyer claims

  1. When selling items to Buyers, you must inform them of your returns policy.
  2. Unless you state Withdrawal terms in your individual store policies the default is Buyers must contact the Vendor to cancel before the purchased item is dispatched.
  3. Vendors are responsible for resolving Buyer complaints. However in certain circumstances we may engage with a Vendor to ensure that a Buyer issue is resolved Vendors are expected to reply to Buyer emails and messages within one Business Day of receipt of an email or message.

 

VAT and Other Charges

  1. The price of any items sold on Henley Circle is the amount due for the sale regardless, where appropriate, VAT and other indirect taxes which may be applicable.
  2. It is your responsibility to collect any applicable taxes, and to report and remit such taxes to the appropriate tax authority.

 

Subscriptions and Vendor Payments

  1. Subscription options are as shown in your dashboard area.
  2. All fees, charges, subscriptions and commissions are quoted exclusive of VAT.
  3. Vendors must have a Stripe account to take payments online from customers and to pay monthly subscription fees.
  4. In the event that a Vendor incurs an unusual amount of administrative services and technical support, a commission fee may be applied on top of the monthly subscription.  The Vendor will be notified and an agreement on a percentage set out before hand.
  5. Vendor account subscription fees are taken monthly via Stripe, a Stripe account is required to become a Vendor.
  6. Should a Subscription payment fail, your account may be suspended immediately.
  7. We reserve the right to delay, suspend or terminate any sale, Listing and/or your account, including access to your Vendor account, immediately on notice in the following circumstances: (i) we have reasonable grounds to believe you are in breach of these Terms and Conditions; (ii) we have reasonable grounds to believe you are in breach of any Applicable Laws; (iii) we receive any challenge, query or complaint from any governmental or regulatory authority or agency or industry body relating to your Listing or Vendor Store; (iv) there are amounts overdue from the Vendor to Henley Circle; (v) the Vendor has accrued a number of failed refunds to Buyers; (vi) any action is taken, or failure to take action is perpetrated by you that in our sole opinion reflects badly on the Henley Circle or the Website and is harmful to our business operation or reputation; or (vi) you abuse or act discourteously toward any Buyer
  8. Upon termination of your Subscription we will keep your store details and transactions on record for accounting purposes.

Conditions for which Buyers must observe

  1. In the event of a dispute with a Vendor where a Product is received that is damaged, defective or not as described by the Vendor the Buyer is obliged to to resolve this dispute to the best of its ability with the respective Vendor, including contacting the Vendor first and foremost using the “Contact Form” on the Vendor’s Store Front within three Business Days.
  2. In the event that the parties are still unable to resolve the dispute the Buyer may appeal to Stripe at www.stripe.com and/or Henley Circle for guidance.
  3. Food items may not be refundable however, please state this on your Vendor refund policy and that a Buyer’s Statutory Rights are not affected.
  4. The Buyer is obliged to return the item to the Vendor in the event that it is defective or not as described by the Vendor, or in the event that the Buyer claims non-delivery of an item which subsequently arrives. The Buyer must comply with Vendor’s return policy in order to be eligible for a refund from the Vendor.

 

MISCELLANEOUS

  1. Change of Store Front ownership. You may not transfer the contract created by your acceptance of these Terms and Conditions or any rights or obligations there under without our prior written permission.
  2. Your use of the Website and Henley Circle is on an as-is basis and we give no warranty that the performance or functionality of the Website and the Site will meet your requirements. You therefore use them as well as any services provided through the Website at your own risk. We make no warranties that the Website service will be uninterrupted or without error. We may temporarily suspend access to the Website and the Marketplace for maintenance and development purposes.
  3. You understand and you agree that we (including any members of Henley Circle resources online) will not be liable to you in contract, tort (including negligence) or otherwise for any: (i) loss of profits (whether direct or indirect); (ii) loss of data; (iii) loss of opportunity; (iv) loss of anticipated savings; or (v) any indirect, incidental, special or consequential damages; arising out of or in connection with these Terms and Conditions, your use of or inability to use the Website, the Marketplace or your account, or your sale of any item via the Marketplace, or messages received or feedback posted to the Website, even if we have been advised of the possibility of such losses.
  4. Nothing in these Terms and Conditions seeks to or shall have the effect of limiting or excluding our or your liability for fraudulent misrepresentation, for death or personal injury resulting from our or your negligence or the negligence of our or your agents or employees or for any other liability that cannot be limited or excluded by law.
  5. We will send notices and other communications to you at the e-mail address you have provided to us or by posting them on the Website. You must send all notices and other communications to us by email or by using the applicable Contact Us link on our website. Any notices sent by e-mail or via the Contact Us button will be deemed to have been received 24 hours after the time sent by the sender. Any notices posted by us on our Website will be deemed to have been received when you next use the Website, unless they are deemed to have been received at an earlier date under the provisions above.
  6. We will not be liable for any delay or failure to perform any of our obligations where we are prevented or delayed by factors beyond our reasonable control including but not limited to any failure or disruption of internet services or connectivity, any scheduled or unscheduled maintenance requirements, failure or disruption of public utilities, fire flood or storm, industrial disputes or any Force Majeure Event.
  7. All provisions in these Terms and Conditions, that by their nature are intended to survive expiration or termination shall survive any expiration or termination of the contract created by your acceptance.
  8. These Terms and Conditions once accepted by you as a User at time of registration (and as may be amended from time to time) constitute a legal contract between you and Henley Circle. A person who is not a party to such contract has no right to enforce these terms whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise.
  9. These Terms and Conditions and the contract established by your acceptance of them shall be construed in accordance with and governed by the laws of England and Wales and any dispute or claim arising out of or in connection with them (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the courts of England and Wales.

 

Prohibited Items

  • Offensive materials including any materials exhibiting and discriminatory characteristics or content
  • Obscene and pornographic materials
  • Firearms, ammunition, weapons and poisons
  • Stolen goods
  • Advertisements and advertising materials
  • Items infringing others Intellectual Property Right including pirated software and recorded materials
  • Illegal and prescription drugs
  • Items which cannot be legally sold or distributed under Applicable Law
  • *   Any other items that we reasonably designate as Prohibited items from time to time.
 
 

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