Effective Date: 30 November 2022
These Terms and Conditions (the “Terms”) are binding and enforceable against every person (“you” or “your”) that accesses or uses this website (www.stitchup.co.za) (the “Website”), including selling and/or purchasing of Products through the Platform and Stitch Up (Pty) Ltd (“Stitch Up”, “we”, “us”, “our”).
By navigating and interacting with this Website, registering as a User, selling and/or purchasing Products via the Platform, or otherwise accepting these Terms electronically, you acknowledge that you have read and agree to be bound by these Terms. If you are using this Website or Platform for or on behalf of a company or any other legal entity, you warrant that you have the authority to bind such company or legal entity and its affiliates to these Terms.
PLEASE READ THESE TERMS CAREFULLY BEFORE NAVIGATING THE WEBSITE OR SELLING AND/OR PURCHASING PRODUCTS VIA THE PLATFORM. IF YOU DO NOT AGREE WITH THESE TERMS, YOU MAY NOT USE THIS WEBSITE OR THE PLATFORM.
- Definitions
- “Buyer” means a user who purchases any Product on the Website.
- “Final Purchase Price” means the total purchase price of all Products ordered, including any applicable shipping charges.
- “Intellectual Property Right” means industrial and intellectual property, whether protected by common law or under statute, including (without limitation) copyright and neighbouring rights, all rights in relation to inventions (including registered patents and the benefit of any applications for a patent), registered and unregistered trademarks, registered and unregistered designs including drawings, layouts and all other rights resulting from intellectual activity in the industrial, scientific, literary or artistic fields anywhere in the world.
- “Listing” means the offering for sale, placing, or creating any type of listing on the Website in respect of a Product.
- “Platform” means the Stitch Up online marketplace, located on the Website, allowing registered Users to buy and sell Products.
- “POPIA” means the Protection of Personal Information Act (Act 4 of 2013).
- “Sale Proceeds” means the Final Purchase Price, less the Success Fee, payable to the Seller’s Wallet in respect of a sale.
- “Seller” means a user who offers for sale or sells a Product on the Website.
- “Services” means the online Platform provided to you by Stitch Up, by which you may sell or buy Products.
- “Success Fee” means any fees Stitch Up may charge a Seller, as per Section 6 of these Terms.
- “User” means a registered user of the Platform, acting as a Buyer, Seller, or both.
- “VAT” means value-added tax.
- “Wallet” means a digital account specific to a User, allowing for the electronic storage of credit, denominated in South African Rand.
- Introduction
- Users may use the Platform to sell or purchase a range of clothing, shoes, accessories, and other related fashion and beauty products (each a “Product”). The Website and Platform are owned and managed by Stitch Up.
- If there is any provision in these Terms that you do not understand, you may contact us using the contact details listed in Section 25 and request that we explain it to you before you continue using the Website.
- Registration
- Only registered Users may buy or sell Products via the Platform.
- To register as a User, you must provide a unique username and password and certain information and personal details to Stitch Up. You will need to use your unique username and password to access the Platform. You may also register as a User using your Facebook account.
- You agree and warrant that your username and password shall:
- be used for your use only; and
- not be disclosed by you to any third party.
- For security purposes, you must enter the correct username and password whenever you wish to access the Platform, failing which you will be denied access.
- You agree that once the correct username and password relating to your User account have been entered, irrespective of whether the use of the username and password is unauthorised or fraudulent, you will be liable for payment of any order placed, save where you cancel the order in accordance with these Terms.
- You agree to notify Stitch Up immediately upon becoming aware of or reasonably suspecting any unauthorised access to or use of your username and password and to take steps to mitigate any resultant loss or harm.
- Use of the Platform
- Users may use the Platform for the following purposes:
- listing and selling Products to other Users;
- browsing and purchasing Products from other Users;
- facilitating communication between a Buyer and Seller; and
- sharing Product listings via social media channels.
- We have no involvement in the sale and purchase of any Products other than providing a platform and money deposit service for the performance of a sale contract between a Buyer and a Seller. As such, we will never accept returns of any Product(s) purchased via the Platform as we are not the seller thereof.
- All sales of Products listed by a Seller must be made through the Platform. A Seller and a Buyer may not circumvent the use of the Platform in respect of the sale of any listed Product(s). We reserve the right to temporarily or permanently suspend a User’s account when we reasonably suspect a User has breached this Section 3.
- Description of the Purchase and Sale Process
- A Seller lists Products on the Platform in compliance with these Terms.
- Once a Buyer finds a Product of interest, the Buyer may purchase the Product and make full payment towards the Final Purchase Price through an approved payment method.
- The funds in respect of an order are transferred to Stitch-Up;
- The Seller sends the Product(s) to the Buyer using an agreed-upon shipping method.
- Once the Buyer confirms receipt of the Product(s) and confirms that they are satisfied with the Product(s), the Sale Proceeds are released to the Seller’s Wallet.
- After the Sale Proceeds are released to the Seller’s Wallet, the transaction between the Seller and the Buyer is deemed completed.
- The Seller can now proceed to request that the funds be transferred from their Wallet to their nominated bank account via the Platform. After a pay-out has been requested, Stitch Up will transfer the funds to the Seller’s bank account within 1 (one) to 3 (three) working days.
- Fees
- Registering as a User and listing Products on the Platform is free.
- Selling a Product via the Platform will incur a Success Fee of 12%, calculated from the Final Purchase Price. The Success Fee is automatically deducted by Stitch Up before transferring the Sale Proceeds to the Seller’s Wallet.
- In our sole discretion, we may choose to change our fee structure, including the Success Fee, from time to time, and such changes shall be effective immediately.
- If a Seller cancels an order after the Buyer has made payment of the Final Purchase Price, Stitch Up reserves the right to deduct the Success Fee from the Seller’s account.
- If a Buyer returns a Product to the Seller in terms of Section 13 below, Stitch Up will not deduct the Success Fee from the Seller’s account.
- Unless otherwise stated, all fees are quoted in South African Rands and are exclusive of VAT.
- Transaction Security
- To protect the interests of our Users, the entire sales process must take place on the Platform. The Buyer must only use the payment and shipping methods provided in these Terms.
- The Buyer can pay for Products with one of the following payment methods:
- credit or debit card;
- instant EFT;
- using funds from their Wallet; or
- any other payment method Stitch Up may provide from time to time.
- The Platform protects both the Buyer and Seller from potential fraud in the following manner:
- After the purchase is made, the amount paid for the Product(s) is deposited into the account of Stitch Up until the Seller has confirmed the shipping or delivery of the Product(s) by clicking the ‘Item transferred’ button in that order.
- After the Products have been shipped, Stitch Up will wait for the Buyer to confirm the receipt of the Product(s).
- If the Buyer has confirmed the receipt of the Product(s) by clicking on the ‘Item received’ button in the corresponding order, Stitch Up will release the Sale Proceeds to the Seller’s Wallet.
- To avoid any disagreement between Buyer and Seller, we encourage the Seller and Buyer to communicate with each other on the Platform, and before making a purchase, make all relevant queries about the Product in question.
- Deadlines for Shipping and Receiving Products and Transferring Money
- The Seller has up to 7 (seven) working days from receiving the purchase order to ship the Product(s). To confirm the shipping of the Product(s), the Seller of the Product(s) must click on the ‘Item transferred’ button for the order.
- The Buyer has up to 10 (ten) working days after receiving the notification of the shipping of the Product(s) to confirm the receipt of the Product(s) on the Platform. To confirm the receipt of the Product(s), the Buyer has to click on the ‘Item received’ button for the order.
- Stitch Up will release the payment made by the Buyer to Stitch Up’s deposit account into the Seller’s Wallet right after the Buyer confirms the receipt of the Product(s). The Seller can choose between using the money for future purchases on Stitch Up or paying it out to the Seller’s chosen bank account. The Seller can initiate a pay-out request to their bank account by clicking on the ‘Pay-out to bank account‘ button. The Seller can submit their designated bank account in the Settings section on the Platform. Once the Seller has initiated a pay-out request, Stitch Up will transfer the money to the Seller within 1 (one) to 3 (three) working days.
- If the Seller has not shipped the Product(s) within 1 (one) month from the receipt of the purchase order, indicating it by clicking ‘Item transferred’ button, or the order has been in the “In-transit” status for over 1 (one) month, then Stitch Up has the right to cancel or complete the order respectively.
- General User Obligations
- Users confirm that they are aware that the obligation to declare and pay taxes (including VAT and income tax) on all transactions lies with the User.
- Users are responsible for the execution of their sales agreements. Complaints and queries related to the Products to be sold must be submitted directly to the Seller using the Platform’s messaging system.
- Seller Obligations
- Subject to this Section 10 and Section 14 below, you may list Products that you wish to offer for sale on the Platform as a Seller.
- By acting as a Seller, you agree and warrant to the Buyer of your Products, and separately to Stitch Up, that:
- your information, and the information provided in respect of your Products:
- is accurate and not false, misleading, deceptive, or fraudulent;
- does not breach any Intellectual Property Rights of a third party;
- is made in compliance with all applicable laws, government regulations or guidelines;
- is not forged, threatening, offensive or otherwise constitutes harassment;
- does not contain confidential information or trade secrets of a third party unless you have obtained the consent of the third party owner;
- will not defame (libel or slander) another person or transmit misleading or inaccurate information of any kind, whether of a personal or commercial nature;
- does not contain child pornography, bestiality or any other obscene or offensive material; and
- will be kept up to date, and you will edit your account/profile and any other information accordingly.
- you are the legal owner of the Product(s) you are offering for sale on the Platform, and you have the legal capacity to conclude the sale and to pass the title in the Product(s) to the successful Buyer;
- you will not hyperlink to or include descriptions of Products that you are not offering for sale on the Platform; and
- you will comply with the listing requirements set out in Section 14
- You represent and warrant to Stitch Up, and separately, the successful Buyer, that:
- The products you offer for sale and sell on the Platform:
- are reasonably fit for the purpose or purposes for which products of that kind are commonly bought as it is reasonable to expect having regard to matters including, without limitation, the description of the Products and their price;
- correspond with the description that you have posted on the Platform;
- are not defective; and
- are free of any charge or encumbrance such that the Buyer will be able to enjoy quiet possession of the Products purchased;
- The products you offer for sale, and sell on the Platform:
- will be offered for sale, and sold, in compliance with the laws of the Republic of South Africa and that of the Consumer Protection Act (Act 68 of 2008); and
- are legally able to be offered for sale, and sold on the Platform, and otherwise, that the offer and sale of such Products are not in contravention of any law.
- Sellers agree and undertake to ensure that the Product(s) fits the parcel of the delivery option made available for the Buyers and is safely and securely packed. Sellers agree to take full responsibility in case a Product is broken during transit.
- When concluding a sales agreement, the Seller agrees and undertakes to accept the return of the Product(s) if the Buyer wishes to, within 7 (seven) days from the receipt of the Product, return the Product because the Product differs significantly from the description in the sales listing or from the photo of the Product.
- Buyer Obligations
- You agree and warrant to each Seller, and separately to Stitch Up, that:
- your information:
- is accurate and not false, misleading, deceptive or fraudulent; and
- will be kept up to date, and you will edit your account/profile and any other information accordingly;
- you have the legal capacity to purchase Products from a Seller, and will not otherwise be breaching any law in purchasing such Products;
- the purchase of any Products on the Platform is absolutely at your own risk; and
- the extent permitted by law, the Seller may exclude all terms, conditions and warranties, whether express, implied, statutory, common law or otherwise, relating to the Products, in all of the Seller’s dealings in connection with the Products that you may purchase from the Seller on the Platform.
- Stitch Up’s Rights and Obligations
- Upon successful registration, Stitch Up will provide you with access to the Platform.
- Stitch Up reserves the right to restrict and/or terminate your access to the Platform at any point in time if Stitch Up, in its sole and absolute discretion, elects to do so and without having to furnish any reasons for doing so.
- Stitch Up is not involved in any sale and purchase of any Product(s) on the Platform, save for providing a money deposit service for the sales contracts. Accordingly, you hereby agree and acknowledge that Stitch Up:
- is not, nor represents or holds itself out as the manufacturer or agent of any manufacturer or sales representative of any such manufacturer, of any Products offered for sale and/or sold on the Platform;
- has absolutely no control over, nor represents or holds itself out to have any control over any one or more of the circumstances described in 2;
- has absolutely no control over whether represents or holds itself out that the Products offered for sale on this Platform are legally able to be sold;
- cannot guarantee, nor represent or holds itself out that the description of any Product on this Site will be accurate;
- has absolutely no control over, nor represents or holds itself out that a Seller or Buyer will perform their respective sale and purchase obligations on the Platform;
- cannot and does not control, nor represent or holds itself out that any Product will be delivered to a respective Buyer by the respective Seller
- cannot and does not represent nor hold itself out that it can confirm that each Buyer and Seller is who they claim to be;
- cannot and does not represent, nor holds itself out that it can confirm any matters relating to any credit card details supplied to us by a Buyer or Seller (as the case may be) under these Terms, including without limitation, that the:
- credit card or debit card details of any Buyer or Seller (as the case may be) are correct;
- credit limit has not been exceeded;
- credit card or debit card has not been reported stolen;
- Buyer or Seller is entitled or authorised to use the credit card or debit card; or
- credit card or debit card is otherwise being lawfully used;
- will not become involved in any dispute between any Buyer and Seller arising out of, or in connection with, the completion of any sale and purchase of any Product on the Platform, or with these Terms; Stitch Up does, however, reserve the right at its sole discretion to mediate between two parties should the conduct of either party impact on the reputation and or image of its business.
- We reserve the right in our sole discretion to alter or remove any information or withdraw any Products offered for sale by you, if:
- that information and/or Products, as applicable;
- infringe or is suspected of infringing the Intellectual Property Rights of any person (other than the Seller in question); or
- may create any liability for us whatsoever;
- in relation to the Products set out in Section3, if we are not entirely satisfied that you are legally permitted to offer for sale or sell the Products;
- you have not complied with Section 14;
- it is otherwise in our commercial interests to do so;
- we are required by law to do so;
- you breach any provision of these Terms; or
- for any other reason whatsoever,
and you irrevocably and unconditionally agree that any rights that you may have had against us in respect of any action we may have taken under this Section 12.4 are hereby waived.
- Return of Products and Complaints
- If the Product differs significantly from the description given in the sales ad or the photo of the Product and the Buyer, therefore, wishes to return the Product to the Seller, the following must be done:
- The Buyer must, within 48 (forty-eight) hours of receipt of the Product, send a message to the Seller, via the Platform, indicating their wish to return the Product and agree on the place and manner of returning the Product. There is no right of return if it is prohibited by South African law for a particular type of Product.
- The right of return cannot be executed via Stitch Up if the Buyer has received the Product and confirmed their satisfaction with the Product on the Platform or if more than 48 hours have passed from the receipt of the Product.
- The Buyer undertakes to return the Product in the same condition.
- The money will remain in the account of Stitch Up until the Product is returned to the Seller. The cost of returning the Product is borne by the Buyer unless the Seller and the Buyer agree otherwise.
- To confirm the return of the Product, the Seller must, after they have received the Product from the Buyer, click on the ‘Cancel order’ button on the Platform for the specific order. In this case, Stitch Up will return the money to the Buyer’s Wallet.
- After the order has been cancelled and money returned to the Buyer’s Wallet, the Buyer can choose between using the money for future purchases on the Platform or paying it out to their chosen bank account. Once the Buyer has initiated a pay-out request, Stitch Up will transfer the money to the Buyer within 1 (one) to 3 (three) working days.
- After the Buyer and the Seller have agreed upon returning the item, the Buyer must ship the item within 72 (seventy-two) hours unless agreed upon otherwise between the Buyer and Seller.
- In the event of unresolvable disputes between the Buyer and the Seller, Stitch Up may, in its sole discretion, assist in resolving the disputes as follows:
- To resolve disputes between the Buyer and Seller, it is possible to contact Stitch Up within 21 (twenty-one) days after submission of the purchase order at support@stitchup.co.za.
- To resolve the dispute between the Seller and the Buyer, Stitch Up has the right to request additional information from both the Buyer and the Seller and to use the information on the Platform about the communication between the Buyer and the Seller, including the content of the messages sent on the Platform.
- To resolve the disputes as quickly as possible, the Buyer and Seller undertake to actively cooperate and respond to inquiries made by Stitch Up within 48 (forty-eight) hours. If one of the parties to the dispute does not cooperate and does not respond to the submitted requests within 48 (forty-eight) hours, Stitch Up has the right to make a decision in favour of the other party to the dispute.
- If the Buyer submits a claim for the purchased Product, the Seller must be ready to prove the shipping of the Product by presenting a document (such as a waybill/proof of shipment) certifying the operation of the selected mode of transport or proving that the Product was shipped in another verifiable way. If the Seller fails to prove the shipping of the Product, Stitch Up may settle the claim in favour of the Buyer.
- If the Buyer claims that the Product is not in conformity with the description in the Listing and the Buyer and the Seller do not reach an agreement on the return of the Product, Stitch Up will decide, based on the available information, in whose favour the claim is settled.
- The decisions to settle a claim may, depending on the willingness of the parties to settle the claim promptly, include:
- The claim is settled in favour of the Buyer, and the money is returned to the Buyer’s Wallet right after the respective decision has been made; the prerequisite of the decision is the return of the Product to the Seller and the Seller’s confirmation of receipt of the Product via email at support@stitchup.co.za.
- The claim is settled in favour of the Seller, and the money is released to the Seller’s Wallet right after the respective decision has been made; the Buyer keeps the Products pertaining to the claim.
- The claim cannot be resolved regardless of the efforts of Stitch Up. In this case, the money will remain in the account of Stitch Up until the Buyer and the Seller confirm that they have reached an agreement at support@stitchup.co.za. If, within 30 (thirty) days, the Buyer and Seller have not reached an agreement and the respective confirmation is not sent to support@stitchup.co.za, Stitch Up will decide, based on the available information, the amount of money returned to the Buyer and/or Seller or whether the money will remain in the account of Stitch Up.
- If an agreement is not reached in any of the ways listed above, the Buyer or Seller may have the right to turn to the National Consumer Commission. If the Seller operates outside the jurisdiction of the National Consumer Commission, the Seller can turn to a competent court to resolve the dispute.
- After resolving disagreements between Buyer and Seller, Stitch Up has the right to close a User account, inter alia, if:
- the User has not fully cooperated with the complaint process and has not shown a willingness to contribute to the resolution of the claim;
- it becomes evident that the Seller has confirmed the shipping of the Product but has not actually shipped the Product to the Buyer;
- The buyer has not paid for the Product to be purchased, despite the conclusion of the purchase agreement;
- the User has filed an unsubstantiated claim against another User or provided false information;
- there are repeated complaints about the Seller’s Products; or
- there is a suspicion of recurrently selling Products that do not correspond to the Listing description and/or suspicion of deliberate fraud.
- All other claims outside of the scope of this Section 13 must be settled directly between the Seller and Buyer, in accordance with applicable law.
- Listing Requirements
- Listings of Products that are not allowed:
- The following Products may not be listed on the Platform, and it is the sole responsibility of the Seller who lists Products to ensure that the listing does not include any of the following:
- stolen goods;
- illegally imported goods;
- banned substances or pharmaceuticals that require a prescription according to applicable South African Law;
- motorised vehicles;
- tobacco or products containing nicotine;
- food and drinks, including alcoholic beverages;
- drop-shipping Products;
- firearms, weapons, and military items;
- drugs and drug paraphernalia;
- vouchers, gift cards, and digital and non-material goods;
- pirated or counterfeit goods of any nature, including but not limited to clothing, fragrances, watches, jewellery, or any item that would infringe on copyright or trademark laws;
- goods that could by nature be deemed harmful or dangerous to persons or property either directly or indirectly;
- goods that contain or are produced from ivory, including but not limited to raw ivory and jewellery containing ivory;
- pornographic material;
- any goods that are deemed inappropriate for sale on the Platform, at the sole discretion of Stitch Up.
- goods of which the sale and/or export would be in contravention of South African law;
- offers to give away goods for free;
- mystery items or any goods where the final item received is not clearly described in the listing; and
- items which display the pre-1994 South African national flag in any guise or form.
- Categories that Products are listed in:
- Products must be listed in the correct category that caters for the type of Product.
- Listing the same Product in multiple categories is not allowed.
- Product condition:
- The listed condition of a Product must always be a true and accurate reflection of the actual condition of the Product being sold.
- Misrepresentation of a Product’s condition is not allowed under any circumstances (e.g., listing an item as new when it is refurbished or second-hand).
- Titles, descriptions, and images:
- Titles and descriptions must be an accurate reflection of what is sold.
- Misrepresenting brand names or other words to attract Buyers to Listings is not allowed.
- Information used in the Listing description must be clear and easy to understand:
- Descriptions must clearly indicate exclusions or missing parts of items sold in the Listing.
- Keyword spamming or the inappropriate use of keywords to manipulate search results or listing rankings is not permitted.
- The use of profanity and offensive language (including language in images is not allowed.
- The use of images in Listing:
- The sole use of stock images in Product descriptions is only allowed when listing new Products.
- Listings of second-hand Products must contain original images of the actual Product as part of the description, and the sole use of stock images on these Listings is not allowed.
- Images used must not infringe copyright and trademark law, and you must have permission to use images that are under copyright.
- Pricing:
- Anything that attempts to circumvent paying Stitch Up fees is not allowed.
- The selling of Products at nominal values to circumvent the paying of Stitch Up fees or to get the contact information of the Buyer is not allowed. Nominal amounts include R0.01, R0.10, R1.00 or any other amount that Stitch Up deems nominal.
- Listing Products that require an additional purchase, swap or trade-in is not allowed.
- Market prices are not allowed to be inflated to create a perception of savings.
- Market prices should only be used if they can be easily verified with real-world examples.
- Shipping terms and charges:
- Delivery costs must be indicated on the Listing.
- Delivery times must be clearly indicated on the Listing and quoted in days.
- Unreasonably high shipping charges on Listings, including insurance, are not allowed. Shipping charges may only include the cost of delivery, packaging materials and insurance. Stitch Up, in its sole discretion, reserves the right to charge a 5% penalty fee calculated on the total shipping amount to Sellers whose shipping charges are deemed excessive or to revoke the selling privileges of infringing Users.
- International Products:
- Products shipped from outside of South Africa must make it clear to the Buyer that it is being shipped from an international location.
- Products shipped from outside South Africa must also make it clear to the Buyer that there may be additional charges such as VAT, import duties, clearing fees, etc.
- Links and contact details:
- Listings may not include any contact details, which would include, but are not limited to, email addresses, website addresses, telephone numbers or physical addresses.
- External links on Listings that link away from the Stitch Up Website domain are not permitted, with the exception of links that go to manufacturer web pages to provide Buyers with further information on the Product.
- Links that link to sites where the Product can be purchased outside of the Platform are not allowed.
- Links to sites where the Buyer can obtain the contact details of the Seller to conclude the purchase outside of the Platform are not allowed.
- Listing abuse and manipulation:
- Sellers may not manipulate or abuse the Services to get Listings featured more prominently or to spam the Platform. This includes, but is not limited to, the following actions:
- repeated Product relisting with short-term listing durations;
- keyword spamming;
- spamming categories with multiple Listings of the same or similar Product; and
- listing the same Product(s) in multiple categories.
- Sellers who are found to be abusing the listing service will receive a warning and may also have their selling privileges temporarily or permanently revoked.
- Stock availability:
- Products that are listed should be in stock and ready to be shipped.
- Products sold that are not in stock or where the Seller is not able to ship the Products may not be listed.
- Stitch Up’s Discretion:
- Stitch Up, in its sole discretion, reserves the right to remove any Listing deemed necessary without having to notify the Seller of such a Listing.
- Violations:
- Violation of the Listing requirements in this Section 14 may result in a range of actions, including, but not limited to, Listing cancellations, Listing restrictions, or suspension or restriction of a Seller’s selling privileges.
- Personal Information
- Please refer to our Privacy Notice for more information about our collection, use, and storage of personally identifiable information (“personal information”). Our Privacy Notice is incorporated by reference into these Terms.
- You agree to use User information only in accordance with applicable laws and regulations (including, without limitation, the POPIA and other data protection laws) and only for:
- Stitch Up transaction-related purposes that are not unsolicited commercial communications;
- using Services offered through Stitch Up; and
- other purposes a User expressly agrees to.
- Should you, as the Seller or Buyer, obtain any personal information pertaining to a Buyer or Seller, as the case may be, you hereby represent and warrant to us, the Seller or Buyer, as the case may be:
- that you will respect the privacy of the Buyer or Seller and fulfil any other obligations in terms of Section 2 of these Terms; and
- that you will comply with the provisions of the POPIA, insofar as it applies, in processing any and all personal information pertaining to such persons, whether obtained from Stitch Up, the Seller or the Buyer themselves.
- In trading on the Platform, you agree and acknowledge that we cannot and do not, nor do we represent or hold out that we can or could control:
- how the Seller or Buyer processes your personal information;
- whether the Seller or Buyer processes your personal information in accordance with the POPIA insofar as the POPIA applies; and/or
- where or to whom your personal information is transferred by the Seller or Buyer during or after the sale or purchase of any Products on the Platform by you.
- In trading on the Platform and agreeing to and acknowledging the contents of Section 4 above, you further agree to and acknowledge that during or upon completion of the sale and purchase of Products, Stitch Up is no longer responsible for or liable in respect of:
- any personal information that may be exchanged between the Buyer and the Seller for any or all of the purposes stipulated in Section 2 of these Terms;
- any personal information that may be provided to the Seller with the Buyer’s authorisation in terms of these Terms or vice versa;
- the manner in which such personal information is processed subsequent to such an exchange between the Buyer and Seller;
- a failure on the part of the Seller or Buyer, as the case may be, to process such personal information in accordance with the POPIA insofar as the POPIA applies; and/or
- the transfer of any information by the Seller or Buyer to a third party.
- Intellectual Property
- Stitch Up owns and will continue to own all rights, title and interest in and to the Intellectual Property Rights of the Website, the Database, or any other Intellectual Property Rights arising in the course of rendering the Services to you, including modifications, enhancements, improvements or derivative works of any of the foregoing, regardless of who first conceives or reduces to practice, and all Intellectual Property Rights in any of the foregoing (collectively, “Stitch Up Intellectual Property“) shall belong to and be the absolute property of Stitch Up.
- To the extent necessary, you hereby unconditionally and irrevocably assign all rights to the Stitch Up Intellectual Property, discovery, invention, secret process or improvement in a procedure to Stitch Up.
- License to Stitch Up
- As between you and Stitch Up, you own the content and information you submit to the Services (such as Listings), and you grant Stitch Up a worldwide, transferable and sublicensable right to use, copy, modify, distribute, publish and process, information and content you provide through our Services, without any further consent, notice and/or compensation to you or others (the “User License”).
- The User License is limited in the following ways:
- You may end the User License for specific content by deleting such content from the Services or generally terminating and closing your account, except (a) to the extent you shared such content with others as part of the Service, and they copied, re-shared, or stored it; and (b) for the reasonable time it takes to remove such content from backup and other systems.
- While we may edit and make format changes to your content (such as translating or transcribing it, modifying the size, layout, and file type or removing metadata), we will not modify the meaning of your expressions.
- Compliance with the Terms
- You agree to promptly inform us of any breach by you of these Terms and of any conduct of another User that you reasonably suspect may be a breach of these Terms, whether the conduct has ceased, is continuing, or may occur in the future.
- You agree that we may and will monitor your conduct if we believe that you are not complying with these Terms. If we do, we will respect your confidentiality unless:
- doing so would or could implicate us in criminal behaviour, a civil wrong, or any other claim by a person for which we may have to pay compensation;
- the law compels, requires, or makes it prudent and desirable for us to divulge or disclose the information we hold or know or any documents we possess; or
- we consider it necessary or desirable to make disclosures to preserve or enforce our interests or rights.
- If we believe, whether or not we have conducted any monitoring, that you are not, or maybe in danger of not, complying with any of the provisions of these Terms, then we may send you a warning asking you to rectify your conduct (although we will not be obliged to do so).
- If you:
- infringe or are suspected of infringing the Intellectual Property Rights of any other person;
- are suspected of having, or are found by conviction, or otherwise, to have engaged in any fraudulent or other criminal activity in connection with this Website and the Platform or any other website; or
- otherwise, breach these Terms, we may, in our absolute discretion:
- withhold from you, your use of any or all of the Services;
- delete or remove, without incurring any liability to you, any or all of your information and block in-coming and out-going data or message transfers;
- restore the Services if and when you can demonstrate clear and complete adherence to these Terms on a permanent and consistent basis; and
- terminate these Terms that we have entered into with you, and cancel our obligations to provide the Services, if we are not satisfied that you will clearly and completely adhere to the terms of these Terms, on a permanent and consistent basis, if the Services are restored to you.
- Use of the Website and Platform
- By using the Website and the Platform, you warrant that you are 18 (eighteen) years of age or older and of full legal capacity.
- In using this Site, you agree not to:
- illegally copy, store, use, alter, modify, impair, interfere with or attempt to interfere with, or distribute software or other data;
- alter, damage, destroy, erase, interfere with or attempt to interfere with, or infect our files, data and other computer systems and network resources or those of other Users or any other person, or access, copy, modify, remove or impair the reliability, security or operation of, any data or files or other information stored in these systems or network resources;
- impair the electronic communications to or from, or interfere with or obstruct the lawful use of, or otherwise cause any unauthorised computer functions to our computer systems or those of other Users or any other person;
- offer, sell, export, or import any prohibited goods;
- offer, sell, export, or import any goods if this breaches any law applicable to you;
- engage in any practice or conduct that is unlawful under any laws applicable to you;
- copy, modify, or distribute rights or content from our Website, Platform, Services or Stitch Up’s copyrights and trademarks; and
- harvest or otherwise collect information about Users (including email addresses), trades listed, or sales activities conducted on the Platform without the express permission of Stitch Up.
- Links to Third-Party Websites
- This Website and the Platform may contain links or references to other websites (“Third-Party Websites”) which are outside of our control. These Terms do not apply to those Third-Party Websites, and we are not responsible for the practices and/or privacy notices of any Third-Party Websites or the “cookies” that they may use.
- Notwithstanding the fact that the Website or Platform may refer to or provide links to Third-Party Websites, your use of such Third-Party Websites is entirely at your own risk.
- Commercial Uses of the Services
- We cannot and do not take any responsibility for any commercial enterprises you may conduct as the proprietor of any Products that you have chosen to sell or buy in reliance on the Services as part of a business or profit-making activity. Specifically, if you, or those whom you permit to use your account, choose to rely upon the Services in any manner to support a business or other profit-making activity, you do so at your own risk absolutely.
- The Services are provided to you personally, and you must never resell, trade, or barter your rights to use the Services to another person or persons nor permit any third party to use the Services.
- Reliance Upon the Services
- Whether you are using the Services for private or commercial purposes, or both, the quality and continuity of our Services depend on many factors over which we have no control and cannot seek to control. While we will always endeavour to maintain ongoing access, disruptions and failures of this Website and the Platform, any or all computer systems, network resources, and Services are probable in such an operating environment.
- In recognising the provisions of Section 1, you agree that:
- Stitch Up cannot and does not guarantee, warrant or otherwise imply that:
- you will receive constant and uninterrupted access to this Website, the Platform, the Services; or
- you will receive unlimited access to all of the content available on the Website and the Platform at any given time;
- Stitch Up cannot always ensure that this Website, the Platform, its computer systems and network resources will be fully or continually protected from unlawful access by others, including the infection of data or other information by viruses, or the alteration, misuse, or stealing of data or other information or that any of these activities will be detected.
- Disclaimer
- Stitch Up is not the owner of the Products sold on the Platform and does not participate in sales, purchases, or other transactions that occur between the Users of the Platform. You acknowledge and agree that sales agreements are concluded between the Users of the Platform without the representation and mediation of Stitch Up. Users are fully responsible for the execution of their sales agreements.
- Complaints, queries, and claims regarding the Products on the Platform must be submitted directly to the Seller by using the message system on the Platform. Stitch Up is not responsible for resolving any differences between the parties to the sales transaction, save for as set out in Section 13
- Stitch Up does not provide any guarantee in respect of the and does not review nor check the quality of the Products sold or the compliance with the description entered by the User.
- Stitch Up is not liable for the truthfulness and lawfulness of the information published by the User on the Platform or for the User’s inappropriate or unlawful behaviour.
- The use of the Website and the Platform is entirely at your own risk, and you assume full responsibility for any risk or loss resulting from the use of the Website and Platform or reliance on any information on the Website or Platform.
- In addition to the disclaimers contained elsewhere in these Terms, Stitch Up also makes no warranty or representation, whether express or implied, that the information or files available on the Website and Platform are free of viruses, spyware, malware, trojans, destructive materials or any other data or code which is able to corrupt, destroy, compromise, disrupt, disable, harm, jeopardise or otherwise impede in any manner the operation, stability, security functionality or content of your computer system, computer network, hardware or software in any way. You accept all risks associated with the existence of such viruses, destructive materials or any other data or code which is able to corrupt, compromise, jeopardise, disrupt, disable, harm or otherwise impede in any manner the operation or content of a computer system, computer network, any handset or mobile device, or your hardware or software, save where such risks arise due to the gross negligence or wilful misconduct of Stitch Up, its employees, agents or authorised representatives.
- To the extent permitted by law, all terms, conditions, warranties, representations, or representation, whether express, implied, statutory, common law or otherwise relating to the Services or anything in these Terms, are excluded unless expressly included in these Terms.
- Limitation of Liability
- Stitch Up will not, under any circumstances, be liable to you for any costs, claims, damages (including, without limitation, indirect, extrinsic, special, penal, punitive, exemplary or consequential loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts which you may sustain or suffer (or with which you may be threatened) as the result of, whether directly or indirectly, any act or omission in the course of or in connection with the implementation of these Terms or in the course of the discharge or exercise by Stitch Up or its employees, agents, professional advisors or delegates of their obligations or rights in terms of these Terms or the termination of these Terms for any reason.
- Stitch Up will not be liable to you for any costs, claims, damages (including, without limitation, indirect, extrinsic, special, penal, punitive, exemplary or consequential loss or damage of any kind), penalties, actions, judgements, suits, expenses, disbursements, fines or other amounts which you may sustain or suffer (or with which you may be threatened) as result your use of the Website, Platform, Services, Products, or links to Third-Party Websites.
- Contact Details
- You can contact Stitch Up using the details below or by clicking on the “Contact Us” link on the Website.
- Notices
- Stitch Up hereby selects support@stitchup.co.za as its address for the service of all formal notices and legal processes in connection with these Terms (“Legal Address”). We may change this Legal Address from time to time by updating these Terms.
- You hereby select the address specified upon registration as your Legal Address.
- Notices must be sent either by hand, prepaid registered post or by email and must be in English. All notices sent:
- by hand will be deemed to have been received on the date of delivery;
- by prepaid registered post, will be deemed to have been received ten (10) days after the date of posting; and
- by email will be deemed to have been on the date indicated in the “Read Receipt” notification. ALL EMAIL COMMUNICATIONS BETWEEN YOU AND US MUST MAKE USE OF THE “READ RECEIPT” FUNCTION serve as proof that an email has been received.
- Governing Law and Jurisdiction
- These Terms and our relationship and/or any dispute arising from or in connection with these Terms shall be governed and interpreted in accordance with the laws of the Republic of South Africa.
- Your continued use of the Website and the Services will constitute your consent and submission to the jurisdiction of the South African courts regarding all proceedings, transactions, applications or the like instituted by either party against the other arising from any of these Terms.
- In the event of any dispute arising between you and Stitch Up, you hereby consent to the exclusive jurisdiction of the High Court of the Republic of South Africa (Gauteng Local Division), provided that if any South African Magistrate’s Court has competent jurisdiction to adjudicate over any dispute arising from or in connection with these Terms, such Magistrate’s Court will also have jurisdiction to adjudicate such dispute, notwithstanding that the quantum in the action or proceedings may otherwise exceed the monetary jurisdiction of such Magistrate Court.
- Changes to the Terms
- Stitch Up may, in its sole discretion, change any of these Terms at any time. It is your responsibility to regularly check these Terms and make sure that you are satisfied with the changes. Should you not be satisfied, you must not place any further orders on, or in any other way use, the Website and Platform.
- Any such change will only apply to your use of this Website and Platform after the change is displayed on the Website. If you use the Website and Platform after such amended Terms have been displayed on the Website, you will be deemed to have accepted such changes.
- General
- You may not cede, assign or otherwise transfer your rights and obligations in terms of these Terms to any third party.
- Any failure by you or Stitch Up to enforce any right in terms hereof shall not constitute a waiver of that right.
- If any term or condition contained herein is declared invalid, the remaining terms and conditions will remain in full force and effect.
- No variation, addition, deletion, or agreed cancellation of the Terms will be of any force or effect unless in writing and accepted by or on behalf of the parties hereto.
- No indulgence, extension of time, relaxation or latitude which any party (the “grantor”) may show grant or allow to the other (the “grantee”) shall constitute a waiver by the grantor of any of the grantor’s rights, and the grantor shall not thereby be prejudiced or stopped from exercising any of its rights against the grantee which may have arisen in the past or which might arise in the future.
- Nothing in these Terms shall be deemed to constitute any other party as the agent, partner, or joint venturer of another party.
- These Terms contain the whole agreement between you and Stitch Up, and no other warranty or undertaking is valid unless contained in these Terms or agreed upon in writing between you and Stitch Up.
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