Terms & Conditions For Partners
1. ABOUT THESE TERMS
These Terms and Conditions (“Terms”) apply between you (the “Vendor”) and Fortune Tech LLC (together “Konsha”, “we”, “us”) as the services provider. Fortune Tech LLC is registered in Bulgaria, EU, and has a registered office at Arch. Nikola Lazarov 2B 4-7, Sofia 1756, Bulgaria. Its registered company number is 206211230.
This Agreement does not have to be signed in order to be binding. You indicate your assent to the terms of this Agreement by checking the box (or similar action) to accept the Agreement that is presented to you at the time you sign up to list your products on Konsha.
2. SCOPE OF SERVICE
2.1 The Service is the Website at domain www.konsha.world which is owned and operated by us. The Service serves as an online marketplace where Vendors can list their products (“Product”) for sale and Customers who have registered or billed in their billing information (“Customer”) can purchase Products from the Vendors.
2.3. Konsha operates as the administrator of the Website in the Service and on behalf of the Vendor, manages acceptance of Customer’s orders, billing, acceptance of reclaims and the general customer service of the Service. The Vendor allows Konsha to include the Vendor’s identity and address in any email to the Customer(s) in relation to customer services. The contract for the purchase of the Product is between the Vendor and the Customer. Therefore, the Vendor is legally responsible for selling the Product to the Customer.
3. OBLIGATIONS OF THE VENDOR
3.1 Security: The Vendor shall: (i) obtain and use, at its own expense, computer hardware and software that is up-to-date, protected against viruses, and with access to the World Wide Web, and ensure that all files transmitted to Konsha contain no viruses or any other disabling features that may have an adverse impact on Konsha’s technology infrastructure, data and/or Services, and (ii) maintain adequate security and control of all devices, access details (including but not limited to user IDs, passwords, hints), and data as set in Section 6 of these Terms.
3.2 Content and Information: The Vendor shall: (i) use the Vendor Portal to manage its Products, sales and earning made through the Website, (ii) follow the guidelines provided by Konsha in relation to the content that can be included on the Website, and (iii) ensure that the Website always has the accurate product, pricing, delivery and returns details, and that it is stated if a given Product on the Website is made-to-order and/or could be personalised, and/or does not qualify for any of the brand’s usual policies.
3.3 Pricing: The Vendor shall: (i) determine the price of its Product(s) on Konsha but the price shall not be higher than the recommended prices on the Vendor’s own official website or on other direct sales channels and the same applies to Product(s) on sale, and (ii) at the request of Konsha, ensure that the final price to the Customer includes the applicable value-added tax (VAT) rate and that the Vendor fully complies with its local VAT and other tax regulations.
3.4 Shipping and Delivery: The Vendor shall: (i) ensure that shipping fees and countries on the Website are correctly set up and be informed that Konsha does not take any responsibility if the Vendor’s shipping information is outdated, (ii) upon receiving an order from Konsha, prepare and dispatch the Product(s) to the Customer(s) within the processing time given by the Vendor, (iii) include the number of the order as provided by Konsha in the dispatch documents, (iv) not place any promotional materials of the Vendor’s brand without the explicit written consent of Konsha, (v) notify Konsha of the dispatch via e-mail and/or via the Vendor Portal by updating the status of the order, (vi) keep record of all relevant shipping documents and provide a tracking number and a tracking URL to Konsha through the Vendor Portal, and (vi) upon request from Konsha, provide the relevant shipping documents to Konsha.
3.5 Returns and Exchanges: The Vendor shall send Konsha its Return and Exchanges Policy. If the Vendor does not send us its policy, the Vendor shall automatically follow Konsha’s default Return & Exchanges Policy which is available here. Refunds will be handled in accordance with the Return & Exchanges Policy chosen by the Vendor.
3.6 Invoicing: When a sale is deemed successful (i.e. after the period of Returns and Exchanges, see Section 3.5), the Vendor shall invoice Konsha for the amount payable by Konsha to the Vendor.
4. FEES & PAYMENT
4.1 Fees: A Commission Fee and a Transaction Processing Fee are charged when anything is sold on the Website. The Commission Fee and the Transaction Processing Fee are calculated as the percentage of the net product price (excluding shipping and VAT). The Vendor may be charged other fees but only after the fees have been mutually agreed between the parties.
4.2 Payment: Konsha shall transfer automatically or manually the amount payable to the Vendor no later than 2 business days from the day on which the Vendor has invoiced Konsha for the amount payable by Konsha to the Vendor after the purchase was deemed successful. The purchase is deemed successful after the end of the period of Returns & Exchanges applicable to the brand. In certain cases like with made-to-order products, Vendors may accept and complete the order only after Konsha transfers them the amount payable. This shall be explicitly written down in the Partnership Agreement between the two parties.
5. VALIDITY, AMENDMENTS, AND TERMINATION
5.1 Validity: These Terms shall commence as of the Effective Date, which is the date on which Konsha provides the Vendor with access to the Website and the services and shall continue for an indefinite period of time.
5.2 Amendments: Konsha reserves the right to amend the Services and these Terms at any time. Given such an event, Konsha is obliged to provide the Vendor with a written notice at least 30 (thirty) calendar days prior to officially incorporating the changes, unless such changes are required to meet regulatory obligations or to address an unforeseen and imminent concern (such as fraud or a data breach), in which case no prior notice is required. Shall the Vendor have stated no objections in writing within the 30-day notice period, the updated Terms become effective.
5.3.1 Konsha and the Vendor have the right to terminate these Terms at any given time with a fourteen (14) calendar days written notice. In this case the parties agree to settle all outstanding payments within 30 days of the termination notice.
5.3.2 The Vendor has the right to terminate these Terms at any given time without a fourteen (14) calendar days notice only if there is a legal or regulatory obligation on the Vendor, which means it cannot give fourteen (14) calendar days’ notice.
5.3.3 Konsha has the right to terminate these Terms at any given time without a fourteen (14) calendar days in the event that: (i) the Vendor is in persistent breach of these Terms, (ii) there is a legal or regulatory obligation on Konsha, which means it cannot give fourteen (14) calendar days’ notice, and/or (iii) the Vendor is not respecting its sustainability objectives as stated when agreeing to work with Konsha.
5.3.4 Upon termination of these Terms, Konsha (unless otherwise agreed with the Vendor) shall remove the Vendor’s Product(s) from the Vendor Portal and the Website. This must happen within five (5) business days after the Termination Date.
5.3.5 Konsha reserves the right to suspend the Vendor’s use of the services at any point in time and for an unlimited period of time by sending a Notice of Suspension to the Vendor’s email, stating the reasons for suspension, the suspension period (if known) and the remedy necessary to regain access to the services.
6. DATA PROTECTION AND CONFIDENTIALITY
6.1 Customer Data:
6.1.1 Whenever a Customer purchases Product(s) from the Website, Konsha shall inform the Vendor through the Vendor Portal and provide the following details: (i) product(s) name, (ii) product ID or SKU, (iii) any applicable information regarding product variation (size, colour, etc.), (iv) quantity, (v) shipping and billing details (name of Customer, delivery address, phone, etc.).
6.1.2 The Vendor agrees that it shall not use, process or store data provided by the Customer for any other purpose than processing orders. The Vendor shall not use the Customer details provided by Konsha to solicit future business from the Customer.
6.1.3 The Vendor shall implement appropriate technical and organisational measures to ensure the Customer Data is kept secure.
6.1.4 The Vendor shall not appoint third party processors over the Customer data without obtaining Konsha’s consent. The Vendor shall notify Konsha of the delivery and courier third party processors it uses as at the date of these Terms and shall notify Konsha with a thirty (30) day notice of any changes in such providers.
6.1.5 The Vendor shall provide assistance to Konsha to demonstrate compliance with Konsha’s audit, security, breach notification, impact assessment and prior consultation obligations, and assist Konsha in responding to any request, enquiry or complaint in relation to Customer data usage and protection.
6.1.6 The Vendor shall notify Konsha without undue delay on discovering a data breach.
6.1.7 If the Vendor is required to process the Customer data other than in accordance with Konsha’s instructions, the Vendor shall notify Konsha.
6.1.8 Upon termination or expiry of these Terms, the Vendor is obliged to destroy and/or return to Konsha all Customer data in its possession or control.
6.2 Vendor Data:
6.2.1 The Vendor owns all rights, titles, and interests in and to all of the vendor data and has sole responsibility for the legality, reliability, integrity, accuracy and quality of the vendor data.
6.2.2 Konsha may use the Vendor data to provide and improve the performance and functionality of the services and the Website. Konsha shall own all rights, title and interest in and to all of the heuristic data.
6.2.3 Konsha may track and analyse the Vendor’s use of the services for the purposes of security and to help Konsha improve the services and the Website. This includes sharing the Vendor data with a third-party data aggregator to gather trends and insights in order to help Konsha improve the services and the Website.
6.3.1 Each party agrees that it shall treat as confidential all information provided by the other party regarding such Party’s business and operations.
6.3.2 Under these Terms, a party may disclose Confidential Information: (i) to the employees, officers, representatives or advisers of that party who need to know such information for the purposes of carrying out its obligations under these Terms and Conditions but shall ensure that the employees, officers, representatives or advisers to whom the Confidential Information is disclosed comply with this clause, and (ii) as may be required by law, court order or any governmental or regulatory authority.
6.3.3 All Confidential Information provided by a party shall be used by any other parties solely for the purposes of rendering services pursuant to these Terms, except as may be required in carrying out the terms of these Terms, shall not be disclosed to any third party without the prior consent of such providing party.
7. INTELLECTUAL PROPERTY
7.1 Konsha acknowledges that the Intellectual Property rights used on or in relation to the Product(s) (with the exception of the Intellectual Property rights which are Konsha’s property) remain with the Vendor and Konsha is only permitted to use the Intellectual Property for the purposes of these Terms.
7.2 The Vendor provides Konsha with a non-exclusive right to: (i) utilise the Intellectual Property rights as well as the Vendor’s content on social media channels for the purposes of marketing and selling the website Product(s) under these Terms, (ii) to use the Intellectual Property rights in Konsha’s advertising including the use of the Vendor’s branding and trademark as keywords in relation to Google Ads.
7.3 The Vendor acknowledges that it is not permitted to use any Intellectual Property rights which belong to Konsha and shall indemnify Konsha against any and all losses arising due to any breach by the Vendor of this clause.
Konsha shall not oblige the Vendor to be exclusive to Konsha. However, Konsha could ask the Vendor to disclose any new partnerships with other marketplaces for full transparency purposes.
9.1 The Vendor shall keep Konsha fully indemnified against all losses arising directly or indirectly out of: (i) any act, omission, default or negligence of the Vendor or any persons expressly or impliedly acting with its authority, at the premises or in connection with the exercise or purported exercise of the rights, (ii) any breach or non-observance by the Vendor of the obligations, conditions or other provisions of these Terms, (iii) any faults or defect in the materials or workmanship of the website Product(s) that causes death or personal injury to any persons who purchase website Product(s), (iv) where the Customer makes a claim of any nature and howsoever arising against Konsha in respect of any website Product(s), (v) any other claims made by any person against Konsha in relation to or in connection with the website Product(s) or the sale of the website Product(s), (vi) any claim made against Konsha for actual or alleged infringement of a third party’s any confidential information and/or intellectual property (including but not limited to trademarks, copyrights, patents, rights to inventions, business and domain names, rights in get-up and trade dress, goodwill, rights to use), (vii) any claim made against Konsha by a third party arising out of, or in connection with, the supply of the website Products, to the extent that such claim arises out of the breach, negligent performance or failure or delay in performance of this agreement by the Vendor, its employees, agents or subcontractors, and (viii) any claim made against Konsha by a third party for death, personal injury or damage to property arising out of, or in connection with, defective website Products, to the extent that the defect in the website Products is attributable to the acts or omissions of the Vendor, its employees, agents or subcontractors, (ix) any expense, interest, assessment, fine, tax, judgment or settlement payment arising out of or incident to any of the matters indemnified against in this Terms and Conditions including reasonable fees and disbursements of legal counsel, experts, accountants, consultants and investigators (before and at trial and in appellate proceedings).
10. FORCE MAJEURE
Neither party shall be held liable or responsible to the other party nor be deemed to have defaulted under or breached these Terms for failure or delay in fulfilling or performing any obligation under these Terms when such failure or delay is caused by or results from causes beyond the reasonable control of the affected party, including but not limited to fire, floods, embargoes, war, acts of war (whether war is declared or not), insurrections, riots, civil commotions, strikes, lockouts or other labor disturbances, acts of God or acts, omissions or delays in acting by any governmental authority; provided, however, that the party so affected shall use reasonable commercial efforts to avoid or remove such causes of non-performance, and shall continue performance hereunder with reasonable dispatch whenever such causes are removed. Either party shall provide the other party with prompt written notice of any delay or failure to perform that occurs by reason of force majeure. The parties shall mutually seek a resolution of the delay or the failure to perform as noted above.
11. LIMITATION OF LIABILITY
Neither party and (as applicable) its officers, directors, employees or suppliers be liable to the other for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with these Terms, including without limitation, lost profits, bodily injury, emotional distress, or any special, incidental or consequential damages.
12. CHOICE OF LAW AND DISPUTE RESOLUTION
14.1 These Terms and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to this agreement or its formation (including any non-contractual disputes or claims), shall be governed by and construed in accordance with Bulgarian law.
14.2 Where there is a dispute between the Vendor and another user of the services on the website, Konsha shall have the power, in its absolute discretion, to resolve the dispute, after affording the disputing parties an opportunity to make representations. Where there is a dispute between the Vendor and a Customer or between the Customer and Konsha regarding Product(s) purchased by the Customer, Konsha may offer the Customer a full refund in accordance with Section 3.5 from these Terms.
Useful Files for Vendors