These Vendor Terms & Conditions (“Agreement”) set forth the terms and conditions applicable to vendors (“Vendors” or “you”) who register and sell their products on this e-commerce website (“Platform”) owned and operated by Harriet Shopping (Pvt) Ltd (“Harriet”, “Company” or “Owner”) being a private limited company duly registered under the Companies Act No. 7 of 2007 of Sri Lanka bearing registration no. PV00208266.

By registering as a Vendor on the Platform, you acknowledge and agree to comply with the following terms and conditions:

1. Eligibility: Vendors must be either 18 years of age or older or a registered corporate entity.

2. Accurate Information: Vendors shall provide complete, accurate, and up-to-date information about themselves and their brand. Vendors shall also maintain the confidentiality of their login credentials and passwords.

3. Communication and Sales: Vendors shall not engage in direct communication or direct selling to customers. All communication and sales shall be conducted through Harriet’s platform as the intermediary.

4. Account Maintenance: Vendors are responsible for maintaining the quality of their accounts. This includes regularly updating product availability, and removing unavailable products and outdated data.

5. Product Alignment: This Platform is developed as a marketplace dedicated for fashion, beauty, and lifestyle. Vendors may only sell products that align with these themes. Harriet reserves the right to remove or warn Vendors whose products do not meet the required standards.

6. Prohibition of Counterfeit Items and Unauthorized use of Intellectual Property: Vendors are strictly prohibited from selling counterfeit, replicas or fake products on the Platform. The Platform is exclusively for original brand owners or authorized sellers. Vendors warrant that they have the necessary rights, licenses, or permissions to use any intellectual property, including trademarks, copyrights, or patents, associated with their products. Vendors shall indemnify and hold Harriet harmless from any claims related to intellectual property infringement.

7. Accuracy of Product Information: Vendors shall ensure that all product pictures, descriptions, and size charts provided are accurate and complete. Since customers rely solely on this information, it must be entirely In the event of outdated or inaccurate information, Vendors will be requested to update it or the respective item will be removed.

8. Intellectual Property Usage: Harriet retains the right to use Vendor’s brand name, logo, uploaded pictures, descriptions, and size charts for marketing and any other promotional purposes.

9. Cooperation with Delivery Partners: Vendors shall maintain effective coordination with delivery partners throughout the order fulfillment process.

10. Returns and Exchanges: Vendors are required to cooperate effectively during the returns and exchanges process.

11. Commission and Payments: Harriet will handle all payments and charge a commission of 20% from each sale. Payments to Vendor shall be effectuated by Harriet via bank transfer, within a period of 14 days subsequent to the delivery of the product to the customer.

12. Return Costs: In the event a customer identifies an issue with the product and it is determined to be caused by the Vendor, the Vendor will bear the return costs associated with the return process of the product.

13. Product Liability: Vendors are solely responsible for any liability or claims arising from their products, including but not limited to product defects, injuries, or damages caused by the use of their products. Harriet assumes no responsibility for such liabilities or claims.

14. Compliance with Laws: Vendors shall comply with all applicable laws, regulations, and industry standards pertaining to the sale and distribution of their products including laws and regulations stipulated by the Consumer Affairs Authority. This includes but is not limited to product safety, labeling, and intellectual property rights.

15. Prohibited Products: Vendors are prohibited from selling illegal, prohibited, or restricted products on the Platform. Harriet reserves the right to remove such products and take necessary legal actions.

16. Pricing and Discounts: Vendors may set their prices reasonably and competitively at their own discretion. Harriet may suggest or provide guidance to Vendors on pricing of the products which the. Vendors are expected to cooperate with any promotional discounts or sales events organized by Harriet.

17. Indemnification: Vendors agree to indemnify, defend, and hold Harriet and its affiliates, employees, and agents harmless from any claims, losses, damages, liabilities, or expenses arising out of or related to their use of the Platform, products, or any breach of these terms and conditions.

18. Dispute Resolution: Any disputes or claims arising out of or in connection with this Agreement shall be resolved through negotiation in good faith. If a resolution cannot be reached, the parties agree to resolve the disputes in terms of the law.

19. Governing Law: This Agreement shall be governed by and construed in accordance with the laws of Sri Lanka, without regard to its conflict of laws principles.

20. Severability: If any provision of this Agreement is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue to be valid and enforceable to the fullest extent permitted by law.

21. Waiver: The failure of either party to enforce any provision of this Agreement shall not be deemed a waiver of that provision or any other provision hereof.

22. Agreement: These terms and conditions constitute a binding agreement between the Vendors and Harriet, and supersedes any prior agreements or understandings, whether written or oral, relating to the subject matter herein.

23. Amendments: Harriet reserves the right to update and/or make changes to the terms set out hereinabove. Any such changes to these terms will be duly notified to the Vendors.

24. Termination: Violation of these terms and conditions may result in the termination of the Vendor’s account by Harriet.

By accepting these terms and conditions, you acknowledge that you have read, understood, and agreed to be bound by these terms and conditions set out above constitutes a valid and binding agreement.