I, the Seller, exclusively entrust to the company Verbena Luxury, Ltd., here designated only as "Maudde" with the NIPC 515085944, with its registered office at Rua 3 Matinha, Edifício Altejo 508 1950-326 Lisbon represented by Ana Alexandre in the quality of founding member and manager, the following mandate:
- receive custody of the Products I have deposited at Maudde (hereinafter the "Products");
- check the quality of the Products;
- place the Products on sale, on my behalf;
- manage on my behalf all acts related to the sale of the Products, in particular related to the information to be given about them.
- in the case of sale of any Products, to be packaged and sent to the Buyer;
- to receive in my name the amounts transferred by each Buyer of the Products, corresponding to the Selling Price of the Products and from which the commission due to Maudde will be deducted.
I authorize Maudde to charge to the Selling Price paid by Buyer the commission due to Maudde for all services rendered in accordance with Article 5.5 of the General Terms and Conditions of Sale - Consignment Service.
I declare that I am the sole owner of the Products, that I can sell the Products on my own and that I have full legal capacity to do so.
I acknowledge that I am solely responsible for the authenticity and origin of the Products.
I acknowledge that I have read, understood and agree to abide by the General Terms and Conditions of Sale - Consignment Service Products, attached to this agreement.
I am aware that Maudde is not, and will not be under any circumstances, the owner of any Products except in the situation in which they decide to purchase them.
Terms and Conditions of Use
Annex 2 - Sale of Products Consignment Service
March 7, 2019
The consignment service offered by Maudde allows Seller to entrust Maudde with the entire management of a sale of Products (from receiving the Seller's Product to distributing the Product to the Buyer in case of sale) and with responsibility for storing the Product at Maudde's premises throughout the period specified in Article 6 of these General Terms and Conditions Sales of Products - Consignment Service.
The Consignment Service is executed as part of Maudde's online intermediation services, which are described in more detail and are governed by the General Terms and Conditions of Sale of Products - Normal Service.
The Consignment Service offered by Maudde is therefore provided under the terms of (1) General Terms and Conditions of Sale of Products - Normal Service; (2) General Terms and Conditions of Sale of Products - Consignment Service - and (3) the Deposit Agreement.
In the event of a contradiction or inconsistency between the terms and conditions set forth in this document and the General Service Terms and Conditions of Sale of Products - Normal Service, the terms of this document shall have precedence to the extent necessary to resolve the inconsistency or inconsistency.
Capitalized terms, not specifically defined herein, have the meaning assigned to them in the General Service Terms and Conditions of Sale of Products - Normal Service.
Any General Terms and Conditions not altered by this document remain fully applicable.
Seller acknowledges that if a Product is offered for sale under the 'Normal Service' instead of the 'Consignment Service', the General Service General Terms and Conditions shall take precedence.
1. Maudde's Responsibility for Seller's Products
1.1. In order to qualify for the Consignment Service, Seller must sign the Deposit Agreement containing all rights granted to Maudde through the subscription of the Consignment Service. The Seller must then send the Products to Maudde's premises which is equivalent to the acceptance of the General Terms and Conditions governing the sale of Products through the Consignment Service, which will be confirmed by email.
1.2. By using the Consignment Services, Seller agrees to sell the Product, or Products, only and exclusively through Maudde. Consequently, from the moment Maudde agrees to assume responsibility for managing the sale of Seller Products on its behalf, Seller shall refrain from offering the Products through any other channel. If the Product is not sold during the period referred to in Article 6 below, this exclusive right shall cease automatically.
1.3. Seller agrees to observe the provisions regarding the origin and conformity of the Products specified in Section 3.2.3 of the Product Selling section of the General Terms and Conditions of Sale of Products - Nomal Service.
1.4. Seller agrees to promptly notify Maudde of any changes to its contact information and mailing address.
2. Maudde Product Selection
2.1. Maudde will carefully select, from the items proposed by Seller, the Product(s) it agrees to offer for sale under the Consignment Service. The criteria that Maudde will use to select the Products that will qualify for the Consignment Service include the following: whether the Product is relevant to the Users of the Site, if Maudde believes it will be able to sell the Product at a reasonable Price, if the Product is a luxury, premium or 'high-end' brand item and the conditions of the item.
2.2. If, upon receipt, Maudde realizes that one or more Products do not match or do not conform to the description of the Products supplied by Seller by prior email (Products damaged, missing or incomplete) and / or are counterfeit or do not comply with any of the provisions of the General Conditions. Maudde may then decide not to provide the Consignment Service for the Product (s) in question. In this the case, Maudde will inform the Seller by email before proceeding with the removal of the Product (s)
2.3. When Maudde decides to return the Product(s) to Seller for the reasons set forth in 2.1 and 2.2, but it is not possible to contact Seller by email or telephone, Maudde will store such Product(s) at its premises for a period of two (2) months from the date of delivery of the Product(s) to Maudde. Any Product that has not been claimed within this timeframe will, where necessary, be destroyed or sent to a charity if its condition so permits.
2.4. Except in cases where Maudde acquires a Product in accordance with Article 3.4. of the Products Sale section of the General Terms and Conditions for Sale - Normal Service, under no circumstances will Maudde become the owner of the Products.
2.5. Seller authorizes Maudde to use the Products for any photo session or pop-up event (including the sale of the Product (s) during this event) organized by Maudde in any part of the world.
3. Determination of the Price of Products for sale using the Service of Consignment, and reduction of Price
3.1. From the moment Maudde selects the Products, a list is sent to the Seller which includes a Price and commission proposal for each Product. Maudde uses different criteria to determine the Product Price, including the status of the Product, the Selling Price and / or purchase of other similar Products listed on the Site, current fashion trends, market demand, among others. Seller may accept or reject the offer, and if applicable, indicate the Price for which he / she would like to offer his / her Product (s) for sale.
3.2. Price reduction - Maudde may contact the Seller to make a Price reduction if the Product is not sold within 3 months from the date the Product is initially offered for sale on the Site. If Seller does not accept, Maudde may decide to withdraw the Product from sale on the Site and return it to the Seller without any shipping charges to Maudde.
4. Create a Product Description
4.1. Once the compliance and quality are verified and the Product Price has been defined and approved by Seller, Maudde will upload the Product to the Site by linking it to one or more Maudde Product photos. These photos remain the exclusive property of Maudde and Maudde has the intellectual property rights that subsist in these photos. Seller will not acquire such intellectual property rights (or any other rights) and the use, dissemination and reproduction of such pictures by him are prohibited.
Product Description may be subject to change as described in Article 3 of the General Service Terms and Conditions of Sale.
Maudde stores the Products placed on the Site at its premises until they are sold or until the end of the Consignment Service period for that Product, according to Article 6 below or in compliance with Article 2.3 of this document.
4.2. Maudde reserves the right to respond to comments and requests made by Users about the Product on the Site and to promote the Product, for example, on its Website, on Partner Sites, during photo sessions, videos and / or on TV. Maudde will not disclose or publish any personal information to Users, especially Sellers, when responding to comments and requests made by Users.
4.3. Maudde undertakes to do its utmost to ensure that the Product(s) are selected and approved, and the Product Description is online, within the time limit of one week. However, Maudde is solely responsible for providing the Consignment Service and cannot guarantee that the Products for which the Consignment Service is offered will be sold and under no circumstances will be liable if the Product remains unsold on the Service's due date of Consignation, the term of which is specified in Article 6 of this document.
5. Sales of Products and payments to Sellers
5.1. Maudde undertakes to pay the Seller the proportion of the amount received by the Purchaser in accordance with the terms set forth in Article 3.6.3. 'Payment due to the Seller of Products sold through the Site' of the General Terms and Conditions of Sale of Products- Normal Service, from which the Consignment Commission described below is considered and deducted.
5.2. Seller is aware and agrees that its Product(s) may be sold online or offline.
5.3. Maudde will only be responsible for the loss or damage of the Product(s) from the moment it takes physical possession of the Products and for the duration of the contracted storage. Once sent to or by Seller, Maudde shall have no liability for any loss or damage to the Products. In the event that any Product is lost or damaged while in the possession of Maudde, Maudde reimburses Seller for the Price that would be owed to you if the Product were sold through the Site.
5.4. Payment by bank transfer
The amounts owed to Sellers for the sale of their Products through the Site are paid on the twenty (20) day of the month following the date of Buyer's purchase of the Product.
5.5. Maudde Commission
In exchange for the Consignment Service provided to Seller by Maudde, and only in case a Product is sold, Maudde shall be entitled to a Commission that replaces the Commission provided for in Article 3.3.1 of the Sale of Products of the General Sales Terms and Conditions of Products - Normal Service (the Fixed Scale Commission). The Consignment Fee described below and which should be considered in the Products sold through the Consignment Service, is included in the Product Price. Thus, if a Product is initially listed under the sales process relating to the Normal Service but is then listed under the Consignment Service, the General Terms and Conditions for the sale of Consignment Service Products, and in particular Consignment Fees , shall be applied for sale. The Maudde Consignment Commission will be calculated according to the following scale:
Commission under the Prices in Euros
€ 0 to € 50 - € 30 (Tax Included)
€ 51 to € 100 - € 35 (Tax Included)
101 € -210 € - 40% of the sale price (Taxes Included)
211 € -500 € - 36% of the sale price (Taxes Included)
501 € -1000 € - 34% of the sale price (Tax Included)
1001 € -2000 € - 29% of the Sales Price (Tax Included)
2001 € -3000 € - 25% of the Sales Price (Tax Included)
> 3001 € - 23% of the Sales Price (Tax Included)
6. Terms of Service for Consignment and Return of Products
6.1. Maudde will provide Consignment Services for a period of six (6) months from the date the Product or Products are first listed on the Site.
The Consignment Service will terminate before the expiration of six (6) months if the Product is sold during this period or if Seller wishes to be returned before the end of this period.
If Seller wishes to terminate the Consignment Services provided by Maudde, requesting that its Product (s) be returned, it must make the request in writing and send to email@example.com. In this case, and after Maudde's agreement, Seller shall collect the Product(s) at Maudde's premises and shall be responsible for all costs of such collection, and Maudde shall be exempt from any liability for the Product(s) as of the date of the collection.
6.2. At the end of the six (6) month period, Maudde reserves its right, at Seller's option, to:
- request the withdrawal of Products not sold by Seller at Maudde's premises;
- List the Product (s) on sale on the Site for half of the Price during the following 6(six) months.
Seller may always extend the agreement with Maudde's consent in writing.
If, after six (6) months, the Products remain unsold despite Price reduction, or if any unsold Products sent to Seller are returned to Maudde by incorrect information from the address given by the Seller, Maudde will inform the Seller by email and / or by phone. Should the Seller not respond after seven (7) days of being informed, Maudde may freely dispose of the Products by donating them to a charity of its choice or destroying the Products.
7. Right of withdrawal
Maudde's Assignment Services begin when the Seller accepts its Terms and Conditions, provided that the Seller expressly renounces its legal right of withdrawal. If Seller expressly renounces its legal right to withdraw, Seller may only send its Product(s) to Maudde in the 14th (fourteen) calendar days after enrollment in the Consignment Services. The act of sending any Product to Maudde prior to the end of the withdrawal period shall be deemed to be Seller expressly renouncing its legal right of withdrawal.
At the end of the withdrawal period or in case of renounce to that period, each sale is final and cannot be canceled.
8. Privacy and Personal Information
8.1. Seller is solely responsible for the data he/she communicates to Maudde under the Consignment Service and states that the data provided when subscribing to the Consignment Service is true.
9. Modification of Consignment Services and related conditions of use
9.1. Maudde reserves the right, in any situation and at any time, to modify the General Terms and Conditions of the Consignment Services for technical, legal or statutory reasons or to make modifications that do not affect substantially or negatively the services from the point of view of the Seller.9.2. Maudde also reserves the right to change these terms and conditions (including the consignment commission), without obligation to inform the Seller in advance. The changes only apply to Products that have been received by Maudde after the moment of the change.