Website terms and conditions

About this document

These terms are suitable for a website that brings together buyers and sellers in a marketplace and that takes a commission on each transaction. Specifically, they set out your legal relationship with sellers who advertise goods for sale.

Your site might provide sellers with access to a community of buyers, or might provide services such as payment facilities that would be impractical to obtain by themselves.

Are these T&C suitable for your website?

This document can be used on any website that:

• creates a marketplace where physical goods are sold
• where the buyers are businesses
• is operated from New Zealand, although sellers and buyers could be located anywhere in the world

Importantly, your business should:

• not also be a seller, nor should it hold stock or fulfil orders on behalf of sellers
• provide payment facilities, collect taxes and fees and reimburse the merchant the net sales value
• have sellers that are paid on: a commission basis; a transaction fee basis; through advertising; or not at all
• allow sellers to upload their own product pages or product advertisements
• provide an advertising service to sellers
• have regular sellers (for example, ones that operate only from your site), or allow one-off sales. Sellers could be in business or be transacting privately.

You may operate in local or international markets, and the marketplace may have any number or type of goods for sale in it.

Examples of websites for which this template could be used include:

• websites that create online shop fronts for manufacturers, wholesalers or producers where the product descriptions are controlled by the seller
• trading sites for second-hand goods (for example, books, office furniture, computer parts)

Similar sets of terms

Because each marketplace website has its own business model, we provide separate agreements for terms with buyers and with sellers. You should therefore pair this document with the most suitable buyer side marketplace T&C document we offer. That is likely to be this one.

If your site connect buyers and sellers of consumer items then use the other version  of this contract that takes into account consumer selling law.

If your site creates a marketplace for services, not for physical products, this template should be used instead.

If you are in any doubt as to which template you should choose, please contact us.

The law in this document

The law in these T&C is largely common law that deals with the basics of contracts: offer, acceptance, price and payment, provision of service, liabilities and risk. By and large, you can set the terms you want, particularly the commercial ones. The document should be edited so that it reflects exactly how your business works. Our guidance notes will tell you what you can change safely, and what we don't advise changing.

This template allows you to comply with the Consumer Guarantees Act 1993 as amended allowing your sellers to sell to other businesses.

We have contracted out of the Contract and Commercial Law Act 2017 so as not to obligate you in contracts made between sellers and buyers. This small but important point is an example of how a Net Lawman document protects you better than any other.

Contents

The terms and conditions template includes provisions that cover both the relationship between the seller and the buyer and the relationship between your business and the seller.

It includes terms relating to:

• Definitions
• Basis of contract
• Responsibility of the merchant to provide accurate personal information to you
• Product placement on your website
• Delivery by the merchant to the buyer
• Seller's compliance with your returns and refund policy
• The selling procedure (detailing how a contract is formed)
• Goods and services tax
• Order fulfilment
• Fees payable to your business and payment to the merchant
• Terms of advertisement of a product
• Warranties regarding products advertised on the site
• Acceptable use policy
• Restrictions on use
• Removal of offensive content
• Security
• Protection of copyright and other intellectual property rights
• Interruption to service
• Disclaimers and limitation of liability
• Miscellaneous legal matters to protect you