Terms of Sale

Seller Terms and Conditions (T&Cs) for KSA

The following are Revent’s seller terms and conditions (the “Seller Terms”). These Seller Terms set forth the terms and conditions under which You, as a Seller, may access and use Our WebPlatform, Services and applications, including Our mobile application, to sell directly to Buyers on the WebPlatform.

Please note that these Seller Terms are for Your initial review only. Formal acceptance of Seller Terms will not occur until You accept them when You log on to Our Platform. In addition, Revent reserves the right to change the Seller Terms before You accept them on the Platform.

Seller terms and conditions

1. Introduction:
   1.1 Revent Global for Information Technologies a KSA Company incorporated and registered in the Kingdom of Saudi Arabia (“KSA”) under license number 1010839360, with its office located at whose registered office is at Building No 3141, Street Anas Bin Malik, Al Malqa Dist, Riyadh (“We”, “Our”, “Us”, “Platform”).

   1.2 These Seller Terms & Conditions (“Seller Terms“) and any policies and additional terms (if applicable) posted on any Revent Website, referred to as (“Platform“), set forth the terms and conditions under which You, as a Seller, may access and use Our Platform, services and applications, including Our mobile application (collectively, the “Services“), to sell directly to Buyers on the Platform. These Seller Terms apply in addition to all Our other terms (including Our Terms of Use, Terms of Sale and Privacy Policy (available on the Site and as amended from time to time) (collectively the “Agreements”). By accessing, registering and/or continuing to use or access Our Services, you are agreeing to be bound by these Seller Terms and the Agreements with immediate effect. References in these Seller Terms to “You”, “Your” and “Seller” (or similar) are references to You as a legal entity.

   2. Our Services
   
   2.1 We provide services to You, so as a Seller You can offer Your products to Buyers registered on the Platform. Depending on Your business model, Our services, which may be provided by Us or by affiliates or other third parties, may include: (a) warehousing, order management and fulfillment (e.g., communicating with a Buyer about their purchase, obtaining payment from a Buyer, and arranging delivery); (b) shipping the product from Your location to the Buyer; (c) collections and payment processing; and (d) call center and customer support services in accordance with Our Terms of Use and Conditions of Sale.

   2.2 We reserve the right to determine the content, appearance, design, functionality and all other aspects of the Platform and Services (including the right to redesign, modify, remove and change the content, appearance, design, functionality and other aspects of the Platform and Services and any element, aspect, part or function thereof from time to time) and to delay or suspend the listing of any Products or refuse or cancel the listing or require You not to list any or all products in Our sole discretion. We may, in Our sole discretion, withhold for investigation, refuse to process, limit shipping destinations, stop and/or cancel any of Your sales transactions if We deem it necessary for legal reasons or to ensure compliance with these Seller Terms.

   3. Business Models
   
   The business models available to You are detailed in the service annex (the Service Annex) that forms part of these Seller Terms (revent.store/service annex_ksa) of respective Revent Site. Each product type must be accurately detailed against the correct business model. In instances where the product is stocked by You and delivered to the Buyer by Us, You must process the order within the time period pre-defined on Your account. We reserve the right, in accordance with the Seller performance program, to suspend or block Your account for, (a) Your delivery delays against agreed timeline; b) a high level of returns; c) negative reviews from Buyers; and/or (d) cancellation of a confirmed order by a Buyer. Furthermore, We reserve the right to hold the products and transfer the ownership of goods to Us, if You fail to pay the dues within thirty (30) days from the date of dues outstanding.

2. Your Obligations
   
   4.1 You are obligated to read and abide by the Agreements and in particular the requirements for opening a Seller account and Your responsibilities when using the Platform, including in relation to prohibited products under the Terms of Use.

   4.2 In addition to Your obligations set out in the Agreements, and unless otherwise agreed by Us, You undertake to:

   (a) deliver products in accordance with the packaging requirements and other instructions We give You in writing in advance;
   (b) to pack and transport the Products securely and in such a way as to minimize the risk of damage to the product;
   (c) obtain all necessary documentation, permits and consents for the delivery of the product;
   (d) arrange pick-up of products that are the subject of a return, replacement or exchange request or are otherwise rejected by Us at the quality review stage;
   (e) offer a minimum of six (6) months in all markets except KSA and a minimum of twelve (12) months warranty in KSA, for purchased products against defects occurring after purchase, The warranties cover defects in materials, design and workmanship. Your obligations are limited to repair of the defective product or replacement of the defective part, or at Our discretion, replacement or refund according to market price of the product itself.
   (f) You remain responsible for after-sales service, guarantees and maintenance, and defects;
   (g) comply with Our instructions in relation to Your products or use of Our Services, including removing listings of products that infringe third party intellectual property rights, arranging delivery to Our warehouse or pick-up of returns or similar matters;
   (h) provide Us with Your VAT registration details (“VAT”) and any additional information requested by Us. Any registration details or requested information provided to Us must be accurate and correct;
   (i) You will be liable to pay all related taxes to the Federal Tax Authority.

   4.3 You acknowledge that We are focused on providing an enjoyable user experience on the Platform and that We have agreed to provide certain services to Buyers regarding delivery, returns, replacements, exchanges and warranties of Products in accordance with the Terms and Conditions of this Agreement to enhance the user experience. You agree to provide all necessary assistance to enable Us to fulfil Our obligations to Buyers under this Agreement, and You further agree to (a) accept a returned Product when a Buyer lawfully returns a Product; (b) replace or exchange a Product that a Buyer returns in accordance with Our stated terms and ensure that the replacement or exchange is made within a reasonable time to enable Us to meet Our customer care scores; and (c) do whatever is necessary to provide a refund to a Buyer to ensure that We meet Our refund obligations, if necessary.

   4.4 You accept that Products returned due to cancellation by a customer or failure to pass quality inspection will be returned to You within seven (7) business days; and Products marked undeliverable and customer-initiated returns will be returned to You within fifteen (15) business days, or within thirty five (35) business days for products shipped internationally, or as otherwise communicated to You from time to time. You may keep the Product that has passed quality control with Us for future potential sales. Under no circumstances will You have the right to refuse the returned products, however, You may file an appeal within seven (7) days of receipt of the returned products.

   4.5 You accept that You may be charged an amount up to 100% of the price of a product, where You refuse to accept and fulfill an order for the following reasons, including but not limited to:

   (a) the product is out of stock on your side, despite being listed as in stock on your Seller account; or was listed and live on the platform but is no longer in stock; and

   (b) You have listed an incorrect product price in your account.

   4.6 In addition, you agree that:

   (a) We may, in Our sole discretion, for operational or other reasons, decide to purchase the Product from You and resell it to the Buyer; and in such event, your obligations under this clause 4, including but not limited to warranty, return and payment terms, will continue to apply to the Buyer who first placed the order on the Platform as if the sale had been made directly to that Buyer.

   (b) We have the right to reject a Product upon receipt from You if it (i) is damaged, (ii) does not meet Our packaging, quality or other requirements, (iii) does not contain the required documentation, or (iv) does not comply with these Seller Terms or applicable law;

   (c) in cases where We have Your Product in stock, We have the right to dispose of or otherwise deal with Your Product(s) as We see fit, in accordance with Our Return to Seller (RTS) policies and procedures, if You fail to arrange delivery to yourself or pick-up of the product (s) or for any reason or do not receive them within the time period (14 days) notified to You by Us in the event of: (a) rejection by Us; (b) return by a customer; or (c) Your request to return the goods, within the time period provided for the business model You have chosen, starting from the date We notify You of the rejection of the return or confirmation of the return of the goods.

   (d) You retain all ownership rights in the Products until they are delivered and paid for by a Buyer and We will not have ownership rights in the Products at any time during the provision of Our Services,

   (e) to facilitate transactions between You and the Buyer, We will issue invoices and credit notes on Your behalf based on the VAT registration details provided by You in accordance with clause 4.2 (h). These invoices and credit notes will be provided to You in electronic form; and

   (f) unless otherwise agreed between the parties, the primary invoicing relationship is between You and the Buyer and therefore You will not invoice Us for the Products. Only a packing list or delivery note may be issued to Us.

   (g) You have the sole discretion to select and change the prices of the Products manually, via a pricing engine or application provided in Your Seller Account. Subject to clause 4.5(b), all orders from customers with incorrect pricing must be acknowledged and fulfilled, and any costs or liabilities arising from pricing errors shall be borne entirely by You.

   5. Fees and Payments
   
   5.1 The fees incurred for the use of Our Services depend on the business model chosen. Fees are included and detailed in the Service Annex of each platform and may change in the future. The Service Annex in force at the time of the sale of the respective product is decisive for the transaction.

   5.2 We or Our affiliates or third parties engaged to provide the Services may charge You fees for: (a) listing Products; (b) a percentage of a sales transaction; (c) using Our delivery, storage and logistics services; (d) payment processing fees, chargebacks or related fees; (e) customs duties or other taxes We may incur in providing You the Services; (f) costs We may incur if You breach clause 4.2; and (g) other fees notified to You in advance.

   5.3 We or Our affiliates or third parties engaged to provide the Services will invoice You for Our service fees. In addition, You authorize Us to invoice You on Your behalf for the Services You provide to Us.

   5.4 You can check the sales reports on Your account and the report will include the amount successfully collected for Your products, less applicable fees (the “Sale Proceeds”).

   5.5 Sale Proceeds will be paid to Your bank account on a bi-monthly basis. Sales Proceeds can only be credited to bank accounts in the KSA or any other country specified on the Platform as supported by Our standard features and enabled for Your account. We are not liable for any incorrect bank account details provided by You and the consequences thereof.

   5.6 In order to authorize payments to You, We may be required to establish an account for You with Our third-party payment processing providers, including accepting their standard terms and conditions and submitting Your information to them on Your behalf. You hereby authorize Us to do so and We will not be liable to You for any damage or loss You may suffer as a result.

   5.7 You agree that We may offer You discounts on Your products. In such a case, We will show a discount on the invoice issued by You to the Buyer and will pay such discount by adjusting Our commission.

   5.8 If You wish to sell Your products to Buyers in GCC, You hereby authorize Us to claim freight and forwarding charges and customs and other duties from You.

   5.9 Once You have provided Your VAT registration details, We will invoice the buyer on Your behalf and transfer to You the full amount collected from the Buyer, less Our commission.

   5.10 If You have failed to provide Your VAT registration details, We may purchase the Product from You and resell it to the Buyer in accordance with clause 4.6(a). You agree that We will deduct five percent (5%) from the payment remitted to You unless You can provide an VAT invoice or VAT certificate

   5.11 Notwithstanding these Seller Terms and without prejudice to Our other rights and remedies, You acknowledge Our right to:

   (a) withhold any amounts owed to You to recover from such amounts all losses or damages suffered by Us or any Buyer, as determined solely by Us, including with respect to: (i) products that infringe the intellectual property rights of a third party; or (ii) Your fraudulent conduct.

   (b) upon suspension or termination of Your Account or Your use of the Services, to set off against payments due to You for a period of three (3) months such amount as We deem appropriate to cover any chargebacks, refunds, adjustments or other amounts paid to Buyers in connection with Your Sales Transactions. At the end of such three (3) month period following suspension or termination, We will pay You any amounts not used to offset any chargebacks, refunds, adjustments or other amounts paid to Buyers, or We will require You to reimburse Us for any additional amounts required to offset any chargebacks, refunds, adjustments or other amounts paid to Buyers, in one of the following ways (i) by deducting from future payments owed to You; (ii) by reversing credits to Your account; (iii) by charging Your credit card; or (iv) by seeking such reimbursement from You by any other lawful means. You further authorize Us to use any or all of the foregoing methods to seek a refund, including charging Your credit card or bank account.

   5.12 You agree to indemnify, defend and hold Us, Our parent, subsidiaries and affiliates, and their directors, officers, agents, employees, suppliers, subcontractors or licensors, harmless from any loss, damage or expense (including court costs and attorneys’ fees) arising out of or in connection with any third party claim or demand resulting from: a) Your breach of this clause 5 or clause 4.2 (h); or b) Your violation of any applicable law or regulation.

   6. Intellectual Property
   
   You hereby grant Us a non-exclusive, royalty-free, sublicensable, transferable, assignable, perpetual, and worldwide license to use Your trademarks and other intellectual property You may provide to Us to enable Us to provide the Services to Our end users. In addition, You shall not use or permit the use of Revent’s name, trademarks or logos in any advertisement, promotional material or information without Revent’s prior written consent. If such consent is given, use of the Revent name, trademarks and logos must be strictly in accordance with the permission and direction given by Revent.

   7. Warranties, Representations and Undertakings
   
   7.1 You warrant, represent and undertake that:

   (a) You have full authority to enter into this Seller Terms and that You will at all times comply with all applicable laws, statutes and regulations, including but not limited to (i) anti-bribery, anti-corruption, export control and sanctions laws; (ii) consumer protection laws; (iii) import regulations, including those relating to type approvals; and (iv) customs duties and other applicable taxes;

   (b) You have all necessary licenses, permits, authorizations, ownership rights, consents and approvals for the products You list or that are listed on Your behalf and to sell and promote those products in the KSA;

   (c) Your Listed Products meet the required quality and safety standards in the KSA or the country it is being sold in;

   (d) You are solely responsible for any liability arising from the purchase and Use of the products You list by Platform users or other third parties;

   (e) the product dimensions displayed by You on the Platform are correct and accurate. If the dimensions are not correct, You will be liable for any additional shipping charges that may apply.

   7.2 Subject to clause 7.1, the Services are provided to You “as is” basis without any representations, warranties or conditions of any kind. We disclaim all warranties, conditions and representations of any kind, whether express, implied or incidental, including but not limited to any conditions, representations or warranties of merchantability, fitness for a particular or general purpose, non-infringement, compatibility or that the Services will be secure or error free or will operate without interruption or will be provided on time or properly or at all.

   7.3 Although We endeavor to be as accurate as possible, We do not warrant that product descriptions or other content of the Services is accurate, complete, reliable, current, or error-free. Furthermore, it is Your responsibility to check the content of Your listings for accuracy and You will not seek to hold Our catalog/content providers or Us responsible for any inaccuracies.

   7.4 In the event that We determine, in Our sole discretion, that You have breached any of the warranties, representations and obligations in clause 7.1:

   (a) You will be liable to pay to Us a minimum amount of fifty thousand Saudi Riyal (SAR 50.000) by way of compensation, in addition to any fine or levy imposed by any governmental authority or body;

   (b) all outstanding payments from Us to You will be withheld until You have remedied the breach; and

   (c) We may impose a fine on You, to be determined in Our sole discretion, for direct and indirect losses incurred as a result of the breach, including loss of reputation.

   7.4.1 If You do not pay the full compensation and/or penalty, We will also impose a temporary ban.

   7.4.2 Notwithstanding the foregoing, We reserve the right to take appropriate legal action against You and to report such products that breach clause 7.1 to law enforcement authorities.

   8. Anti-Counterfeiting
   
   8.1 The listing or sale of counterfeit products on the Site is prohibited. Every product sold on the Site must be original and authentic. Counterfeit products which are prohibited include fakes, bootlegs or pirated copies of products or content, and products which have been illegally replicated, reproduced or manufactured;

   8.2 It is solely Your responsibility to ensure all of the products that are made available for sale on the Site are original and authentic, and do not infringe another party’s intellectual property rights;

   8.3 We reserve the right to verify and determine whether the products sold on the Site are original and authentic. In the event We, at Our sole discretion, determine a product is counterfeit or not 100% genuine:

   (a) You shall be at risk to pay a minimum total of two hundred thousand Saudi Riyal (SAR 200.000) in compensation to Us, additionally to any fine or levy obligatory by any governmental authority or agency;

   (b) all payment unfinished by Us to You, may be withheld till such counterfeit issue is resolved; and

   (c) We could impose a money penalty on You, to be determined at Our sole discretion, for direct and indirect losses incurred as a result of the counterfeit product being sold  on the Platform, together with for loss of name.

   8.4 Further, where You do not pay the entirety of the compensation and/or penalty imposed, We tend to apply a time-based conditional ban.

   8.5 At the same time, We tend to reserve the right to acquire acceptable legal actions against You and report such counterfeit products to enforcement authorities.

   9. Liability
   
   9.1 Nothing in these Seller Terms shall limit or exclude a party’s liability: (a) for fraud, including fraudulent misrepresentation, perpetrated by that party; (b) for death or personal injury caused by the negligence of that party; or (c) for any other liability that cannot be limited or excluded under applicable law.

   9.2 Subject to clause ‎9.1, in no event will We, Our parent company, subsidiaries and affiliates, and Our and their directors, officers, agents, employees, suppliers, subcontractors or licensors be liable, whether based on an action or claim in contract, tort, negligence, breach of statutory duty or otherwise arising out of or in relation to these Seller Terms for loss of profits, loss of data or information, business interruption or other pecuniary loss or for any special, indirect, incidental or consequential damages, even if We, Our affiliates, directors, officers, agents, employees, licensors, subcontractors or suppliers have been advised of the possibility of such damages.

   9.3 In addition, to the extent permitted by applicable law, We (including Our parent company, subsidiaries and affiliates and Our and their directors, officers, agents, employee, suppliers, subcontractors or licensors) are not liable, and You agree not to hold Us responsible, for any damages or losses resulting directly or indirectly from:

   (a) the content or other information You provide when using the Services;

   (b) Your Use of or Your inability to Use Our Services and/or delays or disruptions in Our Services;

   (c) pricing, shipping, format or other guidance and information provided by Us or used for product listings;

   (d) any defects or damage to a product that occurred prior to Our acknowledged receipt of Your product;

   (e) bugs, errors or inaccuracies of any kind in Our Services, viruses or other malicious software obtained by accessing or linking to Our Services;

   (f) damage to Your hardware device from the Use of Our Platform;

   (g) the content, actions or inactions of third parties using Our Services;

   (h) a suspension or other action taken by Us with respect to Your Use of the Services;

   (i) the duration or manner in which Your listings appear in search results; or

   (j) Your need to modify practices, content or behavior or Your loss of or inability to do business as a result of changes to these Seller Terms.

   9.4 Subject to clause ‎9.1, if clauses ‎9.2 or ‎9.3 are held to be unenforceable or inapplicable for any reason, then the total liability applicable to Us, Our parent company, subsidiaries and affiliates and Our and their directors, officers, agents, employee, suppliers, subcontractors or licensors, to You, (including reasonable legal fees), whether based on an action or claim in contract, negligence or breach of statutory duty or otherwise, arising out of or in relation to these Seller Terms shall be limited to the lower of, (a) the price the product sold for on Our Platform and its original shipping costs;  (b) the amount of fees in dispute not to exceed the total fees that You paid to Us in the twelve (12) months prior to the action giving rise to the liability; or (c) three hundred Saudi Riyals (SAR 300).

   9.5 You release Us from, and agree to indemnify, defend and hold Us, Our parent company, subsidiaries and affiliates and Our and their directors, officers, agents, employee, suppliers, subcontractors or licensors harmless from and against any losses, damages and expenses (including legal fees and attorney’s fees) (the “Claims”) arising out of or relating to:

   (a) Our rejection of Your product delivered to Us by You under these Seller Terms;

   (b) any claims or demands made by any third party (including buyers using Our Platform) due to or arising out of Your use of the Services;

   (c) Your violation of any of provisions of these Seller Terms, including, without limitation, any of the warranties, representations and undertakings;

   (d) Your violation of any applicable laws, including, without limitation, data protection or anti-spam laws as Well as any anti-bribery, anti-corruption, export control and sanctions laws;

   (e) Your listed products, including with respect to defects in the products, losses suffered by third parties arising from the Use of Your products;

(f) Your taxes and duties or the collection, payment, or failure to collect or pay your taxes or duties, or the failure to meet tax registration obligations or duties; or

(g) the manner in which You Use Our Services, including, without limitation, that the content You post, the products You list or trademarks infringe the intellectual property rights of any third party or that the content of Your listings is slanderous, defamatory, obscene or violates any other rights (including privacy rights) of any third party (including other Platform users).

9.6 In the event that You breach or fail to comply with any of Your obligations as set out in these Seller Terms, You hereby agree that We reserve the right to disclose Your information to third parties, including but not limited to, government or regulatory authorities and/or registered trademark owners, in order to resolve any issues arising from such breach.

10. Suspension and Termination of Account

10.1 Without prejudice to any of Our rights and remedies and without any liability to You, We may limit, suspend or withdraw Your access to the Services and/or remove hosted content submitted by You or on Your behalf if We consider, at Our sole discretion that: (a) You have breached these Seller Terms in any manner whatsoever; (b) We reject a product delivered to Us by You under these Seller Terms; (c) You are not reasonably cooperating with an investigation by Us or any law enforcement or regulatory agency; (d) You have failed to meet the agreed performance indicators; or (e) Our continued provision of Services to You would expose Us or other Platform Users to regulatory action or other material risk. Upon termination of Your account, Your Seller account registration shall cease to exist.

10.2 Termination of these Seller Terms (howsoever occasioned) shall not: (a) affect any accrued rights or liabilities of either party; (b) affect any provision of these Seller Terms that is expressly or by implication intended to continue or after termination; or (c) require a court order.

11. Confidentiality

11.1 For the purposes of these Seller Terms, “Confidential Information” means Our (or a Platform User’s) non-public, confidential, secret or proprietary material and information that has been or may be, directly or indirectly, disclosed to You or which You come into the possession or knowledge of, whether in verbal, written, graphic, electronic or other form, in connection with or as a result of entering into these Seller Terms.

11.2 You will maintain the confidentiality of all Confidential Information We may provide You or which You receive because of Your Use of the Services and will not release, disclose, Use, make available or copy any such Confidential Information without Our prior written consent. You may disclose Confidential Information to employees, agents or subcontractors on a need-to-know basis only. Excluded from this obligation of confidentiality is Confidential Information which: (a) is known or becomes known to You directly or indirectly from a third party source not having an obligation of confidentiality to Us; (b) becomes publicly known or otherwise ceases to be secret, proprietary or confidential, except through Your breach of these Seller Terms; (c) is independently developed by You; or (d) is required to be disclosed by a government authority or by law, provided that You give Us reasonable prior written notice sufficient to permit Us to contest such disclosure.

12. General
The provisions in the Terms of Use are hereby incorporated into these Seller Terms and any reference in the Terms of Use to “Terms of Use” shall be interpreted as “Seller Terms”. The list of clauses to be incorporated are as follows: governing law, dispute resolution, third party rights, relationship of the parties, further assurances, assignment, entire agreement, amendment, severability, force majeure, no waiver, communications; and survival.