Merkandi b2b wholesale trading platform terms and conditions.

§ 1 General Provisions

1. The payment operator of https://merkandi.co.uk and https://merkandi.com is Merkandi Ltd, registered in the UK, Rotherham. 
2. The owner of the Merkandi trademark and Merkandi trading platform itself is Merkandi Ltd (hereinafter Merkandi) registered in the UK, Unit 4E, Enterprise Court, Rotherham, S63 5DB, Company No. 09582404.
3. Access to the Merkandi platform is prepaid, in accordance with § 2 of these terms and conditions.
4. All declarations of intent and contracts submitted through Merkandi are executed directly and exntirely between the users of the platform, outside of it. Merkandi is therefore only a platform of communication between users, not a party of the deals or contracts clinched between them.
5. Upon registration, the user accepts the terms and conditions of Merkandi b2b wholesale trading platform.

§ 2 Registration and custom database

1. The user can register by completing the application form available at the website. Upon registration, a user accepts these terms and conditions. The user is allowed to utilize Merkandi after completing the payment of the subscription fee.
2. Merkandi rejects any claims for registration or activation of the user's account. Merkandi reserves the right to refuse the conclusion of the contract without giving any reasons, in particylar because of:
a. giving false information during registration;
b. doubts about the legitimacy and legal existence of a user
c. doubt or suspicion about the credibility and solvency of a user;
d. suspicion of fraudulent conduct on the Merkandi b2b wholesale trading platform or suspiction of a competitive activity;
e. violation of Merkandi b2b wholesale trading platform terms and conditions.
3. If a user is a private individual, then he or she must be of legal age and have full legal capacity.
4. A company, or a private individual confirms that all information given during the registration are correct and valid.
5. It is not possible to claim for access to the platform because Merkandi has a full right to exclude a user during registration, and at any time during his or her subscription to the website, for example, for security reasons and without giving any reason.
6. Merkandi does not refund a subscription fee. There is no possibility of selling, reselling, or giving back access to another person or company. If this condition will be violated, the account will be removed.
7. Merkandi does not offer an option of downgrading from PREMIUM to STANDARD subscription.
8. Once an order is placed, the Merkandi system will automatically generate a proforma invoice as an order confirmation. The invoice is generated only on the basis of the data entered by the Customer at the time of registration.

§ 3 Access, user identification and password

1. User ensures that the username and password are protected against unauthorized access by third parties. In particular, a user undertakes not to share these information with people who are not users in the sense of § 2, or which are not assigned to a user's company (the extended right of access).
2. Any unauthorized use of username or password, shall be immediately reported to Merkandi. User is responsible for the unauthorized use of his or her login and password, unless he or she will prove, that the unauthorized access has been caused because of the factors, for which Merkandi bears the risk.
3. Access to the platform can be blocked when a user will enter incorrect password for three times in a row.
4. The Customer's access to the platform is not being renewed automatically. If the Customer will not renew his or her access to the platform, it will expire on the expiration date.                                

§ 4 Merkandi services

1. Merkandi shall offer diverse types of services according to their defined terms and conditions, and services that have been regulated in additional agreements between Merkandi and the Customer.
2. Merkandi reserves the right to change the website's design, as well as the offered features and services, at any time and without prior notice.
3. The PREMIUM account sales option is an additional service, launched at the user's request, after positive verification of her/his company. Merkandi reserves the right to refuse to activate the sales option without giving a reason. The service is not an inseparable part of the PREMIUM and FREEMIUM accounts. The lack or refusal to activate the sales option or its deactivation at any time are not grounds for a refund claim for access to the Merkandi platform.

§ 5 Rights and Obligations of the User

1. User shall bear all costs of the connection required to access Merkandi, the cost of using public Internet and the cost of purchase and maintenance of communication equipment necessary to use the platform.
2. The users are communicating directly between themselves, on their own expenses and responsibilities. Merkandi does not bear any responsibility for consequences of the transactions between the users.
3. Each user of Merkandi registered as a seller in the Merkandi database while listing wholesale offers declares that he or she is familiar with and fully accepts the Rules of adding offers on the platform. https://merkandi.co.uk/faq/the-rules-of-listing-offers-on-merkandi/64
4. Each user of Merkandi  registered as a seller in the Merkandi database while listing wholesale offers declares that the products  registered as a seller in the Merkandi database while listing wholesale offers declares by them are original and coming from the legitimate sources. 
5. Each user is responsible for the correspondence exchanged with the other users. Bulk sending of messages with the same or similar content, spam, and any other form of aggregate and unwanted communication with Merkandi users is prohibited. In cases of abuse, the User's account may be suspended.

6. The buyer has the right to issue a positive/neutral/negative comment about the seller within 2 months of the conclusion of the transaction. Counted from the issuing of the purchase invoice by the seller. There is a possibility to issue one comment for each concluded transaction. Resolving a dispute by a seller is not equivalent to removing a negative comment. The negative comment for a seller can only be removed when requested by the buyer.

§ 6 The declarations of intent, actions and statements

1. The declarations of intent, actions and statements made by a user at Merkandi b2b wholesale trading platform, as well as any other legally significant actions, are the actions taken solely by user. Merkandi does not operate in this matter either on its own behalf, or as a representative of a third party.
2. Merkandi is not responsible for making any of the disposal activities undertaken to complete transactions between users.

§ 7 The Issue of accounts, salary

1. Claim payment for a fixed period of time exists independently of the use of the platform or possible, consistent with contractual restrictions on the provision of services made by Merkandi. This applies in particular to restrictions on the provision of services, which may result from incompatible or specific client software settings or the provider. Providing services and access to the platform Merkandi may be limited in particular if you fall into arrears with the payment of license fee.
2. User agrees to receive bills, invoices and billing information from Merkandi by email, saved as PDF. The user will make every effort to keep Merkandi up-to-date about user's recent email address. To receive a bill or invoice by mail or fax, a user has to contact Merkandi customer service.

§ 8 The processing, storage and data transmission

1. Personal data provided by You on the Merkandi platform are processed in accordance with applicable law and in accordance with the Privacy Policy https://merkandi.com.au/policies-privacy
2. By creating an account at Merkandi, user allows Merkandi to store and process his or her personal data, including the commercial purposes, and for safety reasons.
3. Merkandi is in particular authorized to process user's data and email address in the following manner:
a. to provide Merkandi services
b. communication during user's subscription to Merkandi, until the authorization shall be revoked by user.
c. transfer them to authorized individuals within the framework of statutory obligations
d. transfer them to third parties - public institutions in all cases where it will be subject to the legitimate interest of Merkandi, resulting from user actions within the platform. User gives the necessary consent to the foregoing by accepting Merkandi b2b wholesale trading platform terms and conditions.
4.To users of Merkandi platfrom, personal data of other users is disclosed only in cases provided for in the Terms and Conditionsfor for the purposes of conducting transactions and in other cases, with the prior consent of the person to whom the data relates.
5.Merkandi platform user is obliged not to disclose to third parties information about other users, which they obtained in connection with the use of Merkandi platform, unless it is necessary to carry out the transaction. In particular, it is prohibited to use this information for commercial purposes, especially to promote the User's activities conducted outside Merkandi in any form, ie:
a.making proposals to purchase or sell goods outside the Merkandi platform;
b. attach to the shipped Merchandise, or in any other form, any content containing information about commercial activities conducted outside of Merkandi (for example, leaflets advertising an online shop);
c.creating accounts for users in online shops.
6.In the case of culpable violation by the user of paragraph 5 above, the user will be required to pay to Merkandi a contractual penalty of ten times the value of the subscription fee on the day the user registered for each case. Merkandi has the right to claim compensation in excess of the reserved contractual penalty

§ 9 Warranty Disclaimer

Merkandi liability is limited by the following provisions.

1. Merkandi is neither responsible for contracts and settlements concluded between the users, nor the data and information forwarded or shared between them.
2. Merkandi is not responsible for the items delivered by user to another user. In particular, Merkandi accepts no responsibility for the accuracy and completeness of the data and statements provided by users, for the quality and suitability for use of goods and services to be provided by them, for any violation of the rights of third parties by the users, for their credibility and solvency.
3. Merkandi can not exclude with absolute certainty that the person who is known as a wholesale buyer or made or taken in through the platform Merkandi statements will, in fact, exist. The actual authorship of the declaration of will is therefore uncertain. The user made an offer and therefore acting on the host at your own risk as to the existence of the contracting party.
4. Merkandi also can not exclude with certainty that the password will not come into the hands of unauthorized person by the customer to make declarations. Also, the risk is borne entirely by the client. Off is the responsibility of acting as a messenger Merkandi without authorization, except for willful misconduct or gross negligence.
5. Any complaint about the database is adopted for seven days after the start of the client access to the database. A complaint shall be entitled only to the timeliness of the database and included in their records (with complete data) with more than 3% of outdated addresses. We do not accept a complaint or a momentary lack of product availability is not the part www.merkandi.com and phone numbers and email addresses.
6. All products and names appearing on the site www.merkandi.com are informative and do not constitute an offer within the meaning of the Civil Code. We do not warrant and is not responsible for the availability of products from www.merkandi.com. We reserve the right to translation errors.

§ 10 Disclaimer

1. Merkandi is not responsible for a temporary unavailability of the platform, in particular due to maintenance work, if the lack of access shall not exceed a total of 5% of the year in the calendar year, and the longer interruption in access will not be caused by intentionally or grossly negligence.
2. Merkandi is not responsible for the accuracy and / or completeness of the information, advice and recommendations contained in the website by other users.
3. Merkandi distances, in particular, to the content of urls related to the offers, their contents and authors, and is not responsible for the contents, transactions or damages arising from the use of such urls.
4. Merkandi is not liable for any damages arising from failures and errors while using software and hardware, and in particular in relation to technical faults on the Internet. In particular, Merknadi does not accept any no-fault liability for damages that result from lack of access to the Internet, or as a result of faultless operation of the Internet, due to the use of software or hardware when using the website Merkandi and erroneous or defective performance of contractual benefits because of problems technical software and hardware or the Internet. This applies in particular to the situation, when limitation of access to the services is caused by user's ISP or an atypical user's software.
5. Merkandi is not liable for damages resulting from an intentional breach of an essential contractual obligation. This also applies to inadvertently irrelevant obligation during negotiations, and statutory liability due to unintentional operation.
6. In the case of liability, except for willful misconduct, the obligation to pay compensation is limited to damages typical and foreseeable, and in any case only to the amount of the average damage.
7. Merkandi is not responsible for the content of third party web sites, especially shopping sites which cane be found at Merkandi platform.
8. This limitation of liability shall apply mutatis mutandis to the legal representatives, employees and third parties, which uses Merkandi in order to implement the provision.
9. Merkandi stresses that the buyer and the seller may be insured from possible damage.
10. All names and trademarks used on this website are registered trademarks of their respective owners and are used for identification purposes only.

§ 11 Jurisdiction, applicable law

1. This order shall be governed by the laws of the United Kingdom. The application of the UN Convention on the International Sale of Goods is excluded, because the parties of the order exclude the application of the Law on Protection of consumer rights.
2. The London Magistrates' Courts are the local jurisdiction for all contracts, orders included under these terms and conditions. Merkandi reserves the right to to sue user in a court of competent jurisdiction for him or her.

§ 12 Final Provisions

1. The incorporation of general conditions of contracts or the client orders is not allowed.
2. If any provision of these Terms and Conditions is in whole or in part legally invalid, or if they will loose their validity in the future, it will not affect the validity of the remaining provisions.
3. The parties agree to replace legally invalid provision with a similar, yet valid one.