ShoppingBank Retailer Terms & Conditions

Terms and Conditions of Trade

Use of Directory Technologies Limited’s (DTL’s) website and the purchase of goods from the website is governed by our Terms and Conditions of Trade (including a Privacy and Security statement) as detailed at http://www.shoppingbank.com and by trading with us as a merchant you agree to accept and comply with these. If you require additional terms and conditions of sale we will discuss these with you.

Disclosed Agent

Directory Technologies Ltd acts as “Disclosed Agent” in the sale of goods that are supplied by you directly to our customer. The Contract of Sale then exists between you and the customer.

Supply and Maintenance of product and image data

Product data must be supplied in our format, as specified in the Product Data section of our Merchant Information Centre (MIC) at http://www.edirectory.co.uk/merchants. It is your responsibility to ensure your product descriptions, pictures, information and prices are accurate. This includes ensuring you have any relevant licences to sell branded goods and that branded goods are the genuine article. We require you to fulfil orders at the website price so it is important to supply and maintain accurate prices. In order to ensure we are competitive, prices must be the same as on your own website and must not be inflated to cover the agreed commission you will be paying to us. Inflating prices will undoubtedly have a negative effect on your sales. Each product must have an image; products without images will not be featured. Your company name/website name/direct telephone numbers or direct email addresses must not be featured in any product text or image. You are responsible for keeping products up to date and for removing items no longer available. You can resubmit your entire product data CSV file when changes are required or update your products online.

There is a limit of 5,000 products per retailer listed. If you wish to include more products, there will be an additional charge. Your Account Manager will be happy to discuss and agree this with you.

Sales Tax

Value Added Tax (VAT) is calculated on delivery destination. It is added to the price for orders shipped to destinations within the European Union (EU). For orders shipped to destinations outside the EU the price excludes VAT but orders may be subject to local sales tax or import duty. These are not included in our prices as customers remain liable for payment of these taxes or duties on or following delivery.

Order Process

All orders are processed by us and notified to you for fulfilment. Although orders are accepted at the sole discretion of DTL and we maintain the right to decline orders without giving an explanation, we expect our merchants to fulfil orders except in exceptional circumstances, when we should be advised immediately. The ordering process is automated, making it simple for both yourselves and the customer:

1. You receive an email from us telling you an order has been placed.
2. Log onto our secure server to get the order details (Orders can also be downloaded as XML or CSV files).
3. YOU take the payment and despatch the goods as soon as possible (normally within 3 working days). It is your responsibility to ensure that you have an appropriate Payment Solution Provider that enables you to transact orders from us.
4. Log onto our secure server to indicate the goods have been despatched and enter the courier and tracking number where available.
5. If you are unable to despatch the goods within 3 working days, log onto our secure server and update the order with the expected date of despatch. Log on again to confirm when the goods have actually been despatched.

It is important that all orders are updated within 3 working days. This can be done through the MIC or by submitting an order update CSV file daily.

Please note: we may occasionally carry out test orders to ensure the system is operating efficiently. These will be highlighted to you as test orders to ensure that you do not fulfil the order.

Availability of Goods

All goods are sold subject to availability. Where goods are out of stock you must immediately update the order with the intended date of despatch. Where goods are unavailable you must contact us and we will offer the customer a choice of; a refund, having it shipped when it is back in stock, or selecting an alternative product. If an alternative product is selected which is a different price we will need to re-process the order to ensure the correct charges and payments are made.

Delivery

Goods must be delivered to the delivery address given on the order. All orders should be despatched within the appropriate shipping service level requested on the order. On despatch you must advise us by logging on and updating the order with the despatch information (including the courier and tracking number where available).

Returns and Refunds

You must comply with the Consumer Protection (Distance Selling) Regulations, 2000, which gives customers the right to a cooling off period where they may cancel and return the goods to yourselves within 7 working days from receipt of the goods and receive a full refund within 30 days of cancellation. It is, however, the customer's responsibility to take care of the goods before returning them, and to return them in a state in which they can be resold. You do not have to accept cancellation or return of: Fresh / disposable / perishable goods (e.g. flowers or fresh foods) sealed audio / video recordings or computer software which has been opened goods made to the customer's personal specifications Unless the goods are defective, damaged or not as specified on the order the customer is responsible for the cost of returning goods to you. We recommend they use a 'recorded delivery' service. On receipt of the goods you must notify us immediately and arrange a refund for the customer. Merchants are responsible for any chargebacks.

Commission

We will charge a commission, at the rate agreed when you joined, on the sales price (excl VAT and delivery) of all sales made. Commission is calculated monthly in arrears and is paid via Direct Debit. Commissions are subject to VAT. Commissions invoiced on orders that are returned or cancelled will only be credited if we are informed of the cancellation, by writing or e-mail, within 28 days of the invoice date. Customers may be contacted to verify cancellations.

Complaints

We have an effective complaints procedure in place for our customers and expect prompt and effective co-operation from yourselves when we are investigating any complaints where you may be involved.

Data Protection

All merchant and product data will be held and used in accordance with the Data Protection Act, 1998. Relevant sections will be displayed in the 'Merchant Information' section on the website and we endeavour to keep sensitive information confidential and not disclose them to any third parties.

Indemnity

You agree to indemnify and hold Directory Technologies Limited and its subsidiaries, affiliates, officers, agents, co-branders and other partners, and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of the product data and images you list on our sites.

Termination

For any contracts incorporating a monthly recurring element, they are for a minimum period of 12 months, after which you may elect to cancel your listing with 1 month's written notice by post. A letter is required, an email is not acceptable.

We constantly monitor the performance and suitability of all merchants and their products, and reserve the right to suspend or remove your products from our database at any time due to failure to comply with any requirements or terms and conditions. You may request in writing that your products be removed and we will aim to action this within 7 working days of notification by you. Monies paid to DTL in respect of ShoppingBank listings are not transferable or refundable.

ShoppingBank Microsites

A ShoppingBank Microsite is a one-page representation of your company and its products/services on http://myshoppingbank.com. This is a bespoke offering that is designed, built and maintained by DTL on your behalf, containing any/all of the following:

1. Design styling to compliment your existing online presence.
2. Appropriate image(s) & background to compliment your existing online presence.
3. Company Description ('About Us').
4. Link to ShoppingBank Community Page.
5. 'Add to My Shop' Link.
6. Thumbnail images & links to a selection of your products/services (minimum 6, maximum 15). Wherever possible, product links will be to appropriate pages on http://www.shoppingbank.com.

Microsites remain live on the internet for a period of 12 months, after which you may elect to continue the service.

Microsites functionalities and features are continually being improved and upgraded. Technical upgrades and improvements will normally take effect on your Microsite free of charge. However, DTL reserves the right to make further charges for the addition of any/all future functionality/features.

Monies paid in respect of Microsites are not transferable or refundable.

MyShoppingBank Community Pages

A Community Page is a one-page representation of your company and its products/services on http://www.myshoppingbank.com. This is a bespoke offering that is designed, built and maintained by Directory Technologies on your behalf, containing any/all of the following:

1. Your company logo/banner
2. A description of your company and its products/services
3. Tags appropriate to your company and its products/services

Community Pages remain live on the internet for a period of 12 months, after which you may elect to continue the service.

Community Page functionalities and features are continually being improved and upgraded. Technical upgrades and improvements will normally take effect on your Microsite free of charge. However, DTL reserves the right to make further charges for the addition of any/all future functionality/features.

Monies paid in respect of ShoppingBank Community Pages are not transferable or refundable.

Rebrand and Associated Sites

Your products may also appear in rebranded sites and associated sites but we cannot guarantee exposure in these sites. Although we submit our full product feed to associated sites such as Kelkoo, we cannot guarantee that your products will feature in these sites as it is at their sole discretion which products they wish to display from our feed. All of these 3rd party sites reserve at all times the right to remove products from display on their sites at their sole discretion, without giving us reason (which might for example be if they deem them to conflict with their other commercial interests).

Miscellaneous

The Company makes no representations or guarantees with respect to the potential commercial success of any of our products/services. We reserve the right to refuse to include your Company and/or products/services without reason being given. Our database is marketed under various brand names and via various data feeds to various shopping aggregators to promote your products as widely as possible, and you hereby agree to your products being included in such rebrands and data feeds. We reserve the right to amend these terms and conditions or renegotiate commission rates by giving you a minimum of 21 days written notice.

Promotion within the ShoppingBank site

Our marketing department will endeavour to promote your products/Special Offers to maximum effect. However, all products and banners featured on all DTL’s sites are at the complete discretion of Directory Technologies Limited.

Cost Per Click (CPC) Campaigns

Directory Technologies Ltd may, from time to time as it sees fit, offer hyperlinks to external websites on a cost-per-click basis. Monies paid in respect of cost per click (CPC) are not transferable or refundable.