Terms of Sale

These Terms of Sale apply to each purchase of Marketplace Item(s) you place via the Jollee Marketplace. Jollee arranges for the sale as marketplace provider and administers these Terms of Sale but is not the seller of the goods or services available via the website, nor is it responsible for the delivery or performance of those goods or services.

1. Definitions

In these Terms of Sale, we will use the following capitalised terms, which have the meaning given here:

"Account" means a registered user account for access to the Services;

"Buyer, you, your" means the legal person placing the Order, subject to these Terms of Sale and the Terms of Service;

"Jollee Marketplace" means the website operated by Jollee Ltd, accessible at www.jollee.co.uk;

"Marketplace Item" means the goods and/or services being purchased from the Seller by the Buyer, as shown in the Order;

"Marketplace Listing" means the listing(s) displayed on the Jollee Marketplace for the Marketplace Item(s), setting out a description of the Marketplace Item, any associated delivery or performance details, the Seller's details, and any special terms or policies applied by the Seller (for example in relation to redemption, fulfilment, cancellation, returns and/or refunds);

"Order" means an order for Marketplace Item(s), placed via the Jollee Marketplace with an obligation to pay, by completing the checkout process and confirming acceptance of these Terms of Sale;

"Seller" means the seller of Marketplace Items, as specified in the Marketplace Listing;

"Services" means the provision by Jollee Ltd of the Jollee Marketplace and the administration of Orders and associated payments, in accordance with the Terms of Service and these Terms of Sale; and

"Terms of Service" means the terms of service applicable to your use of the Services, accessible here.

2. Jollee's role as marketplace provider

Jollee Ltd (we, our, us) acts as a marketplace provider, facilitating the purchase and sale of goods and services between Buyers and Sellers by providing the Services, as per the Terms of Service. We assist the Seller by arranging the sale and taking payment on their behalf but we are not responsible for the Marketplace Item(s) or the delivery or performance of the contract being entered into.

By placing an Order, you agree that you are offering to purchase the Marketplace Item(s) shown in the Order from the Seller, subject to these Terms of Sale and the information shown in the Marketplace Listing, which may include delivery and performance conditions, age, usage and/or redemption conditions and restrictions, and policies regarding cancellations, returns and refunds.

These Terms of Sale apply for the benefit of the Seller whose Marketplace Items you purchase and the Seller is entitled to enforce these Terms of Sale against you directly. You are also entitled to enforce these Terms of Sale directly against the Seller.

Sellers may impose their own terms and conditions in connection with the supply of certain Marketplace Items (Special Terms). If this is the case, those Special Terms will be presented to you at the point of placing an Order and by placing an Order you accept those Special Terms. In the event of any conflict between these Terms of Sale and the Special Terms, the Special Terms shall apply rather than the conflicting part(s) of these Terms of Sale, other than in relation to payment for the Order, which shall always be subject to these Terms of Sale.

3. Ordering

The Services enable you to browse and purchase Marketplace Items. You can raise enquiries with Sellers and obtain quotes and then place an Order by adding Marketplace Items to your basket and completing the checkout process in accordance with the instructions shown on the Jollee Marketplace.

An Order, when submitted by you, is an offer to purchase the Marketplace Item(s) included in that Order from the Seller(s) of the Marketplace Item(s), based on the information in the Marketplace Listing and in the Order, subject to these Terms of Sale. We will send you an email on behalf of the Seller to acknowledge receipt of your Order.

Acceptance of your Order by the Seller is deemed to occur when (i) we email you to confirm acceptance; or (ii) we inform you that the Order has been dispatched or made accessible or available. Prior to acceptance, the Seller may reject your Order for any reason. Typical reasons for rejection include (i) the Marketplace Item is no longer available; (ii) payment could not be authorised; (iii) there has been a mistake in the pricing or other information within the Marketplace Listing; or (iv) something else outside of the Seller's control prevents it from being able to fulfil the Order. When an Order is accepted, this forms a binding Contract between you and the Seller, with us acting on behalf of the Seller.

Once accepted, an Order cannot be cancelled other than at the direction of the Seller. If you wish to cancel an Order, you should contact the Seller and, if they agree, they will instruct us to cancel the Order and we will act on their instruction.

4. Right to cancel this contract — applies to consumers only

If you have purchased physical goods and you are a consumer (meaning a private individual not acting in the course of any trade, business or profession), you may have the right to cancel the Order within 14 days without giving any reason (Cooling Off Right). If you wish to exercise this right, please contact the Seller.

The Cooling Off Right is subject to exceptions. In particular, it does not apply to any customised or personalised goods, goods made to your specification, or goods that may deteriorate or expire rapidly (such as food and other perishable items).

The Cooling Off Right does not apply to any digital goods that are made available for immediate download. You give your consent to such digital goods being made available immediately and understand that you lose the Cooling Off Right by doing so.

The Cooling Off Right also applies to services but does not apply if (i) you have agreed that the services may start immediately and the services have started; or (ii) the services are to be performed on a specific date or for a specific time period. This means that the Cooling Off Right will not apply to most party event services available via the Jollee Marketplace. If you are unsure whether your purchase is cancellable, please contact the Seller in the first instance.

If you contact the Seller to exercise the Cooling Off Right, the Seller shall respond to inform you if an exception applies to your Order.

The Cooling Off Right will expire (i) in relation to physical goods, after 14 days from the day on which the goods (or the last of the goods in the case of multiple deliveries) are delivered to you; or (ii) in relation to digital goods and services, after 14 days from the day on which the Contract is formed.

If you exercise the Cooling Off Right, you will no longer be entitled to use the Marketplace Item(s) and must return any physical goods to the Seller, in accordance with the instructions given to you by the Seller. You will be responsible for the costs of returning the goods and agree that the Seller may make a reasonable deduction from any refund where the value of the goods is diminished by you handling them in a way that goes beyond what is necessary to establish the nature, characteristics and functioning of the goods.

5. Accuracy of information

Any Seller and/or Marketplace Item ratings and reviews displayed within the Services represent the views of other users of the Jollee Marketplace and are not independently verified or endorsed by us. You rely on the same at your own risk.

Despite the Seller's reasonable efforts, Marketplace Items may occasionally be published at an incorrect price or with incorrect information. If this occurs, the Seller may cancel an Order, even after it has been accepted and payment has been processed, in which case we will refund you.

6. Your information and materials

You are responsible for ensuring that your Account is complete and up to date and that all information you provide when placing an Order, including delivery and payment information, is complete, true and accurate. The Seller does not accept any responsibility for any failed Order or delivery where you have provided incomplete or incorrect information.

You agree that your information, as contained in an Order, will be provided by us to the Seller for Order fulfilment and management purposes. We will manage your personal information in accordance with our privacy policy, accessible here. The Seller will handle your personal information in accordance with its own policies and procedures. Details of the Seller's policy may be referenced in the Marketplace Listing or can be requested by contacting the Seller. We are not responsible for how the Seller holds and processes your information.

Where you provide any information or materials for use in connection with the Marketplace Item(s), such as any written or audio-visual content, you must ensure that it meets the Content requirements set out in our Terms of Service, any minimum requirements stipulated by the Seller, and that is suitable for the intended use or application. The Seller is not required to review or verify such information and material and does not accept any responsibility for it.

7. Performance and delivery

Performance and delivery of the Order will be conducted by the Seller in accordance with its practices and the timeframe(s) specified in the Marketplace Listing, Order, or otherwise communicated to you once the Contract is formed.

If you have any questions or concerns regarding the performance and delivery of any part of an Order, please contact the Seller in the first instance and the Seller shall assist you. If you are unhappy with the Seller's conduct, please see the complaint and escalation process in clause 11 below.

8. Payment

You are legally and financially responsible for payment of the price(s) payable for Marketplace Items, together with VAT or any other applicable sales taxes or duties (where applicable).

We will process payment for and on behalf of Sellers and you agree to hold and maintain a valid method of payment for the Order. We use Stripe (https://stripe.com/gb) for the processing of payments and will not hold payment card information ourselves. You can find information regarding how Stripe manages your data by accessing its privacy notice.

If any payment made by you is rejected by your bank or card provider, or is subsequently cancelled or subject of a chargeback, you agree to update your payment details and resubmit payment. If you fail to do so, your Order may be cancelled.

Where any withholding tax applies, and except where processed by us, you agree to pay us the gross amount that would have been received by us if no withholding or deduction applied. You are fully responsible for remitting the withholding tax amount to the appropriate authority and complying with any associated documentation or filing requirements.

You are responsible for all currency conversion, banking, and transaction costs relating to a purchase made on the Jollee Marketplace.

If we are instructed to issue a full or partial refund to you, we shall do so to the same payment card as that used to pay for the Order. If that is not possible for any reason, we will contact you to arrange another method for the refund to be made to you.

9. Coupons and promotions

Where a Seller makes available any coupon code(s) or promotion for the purchase of its Marketplace Item(s), you agree that this shall be subject to those terms and conditions stipulated by the Seller, which may include (i) minimum purchase requirements; (ii) Marketplace Item and/or Buyer eligibility criteria; and/or (iii) validity dates or periods.

Without prejudice to any conditions imposed by the Seller, you acknowledge and agree that coupons and promotions are (i) not transferable; (ii) subject to availability; (iii) not available as a cash alternative; and (iv) subject to change, suspension or revocation at any time at the Seller's discretion.

Coupon codes must be entered during the checkout process and cannot be claimed retrospectively and, unless otherwise stated in the Marketplace Listing, may not be used in conjunction with any other offer or promotion applicable to a Marketplace Item.

10. Faulty goods or services

As described in clause 9 of the Terms of Service, we do not give any warranty or guarantee in relation to Marketplace Items.

The Seller warrants to you that:

• the Marketplace Item will materially correspond with the description given by the Seller, as well as any Marketplace Item preview or sample; and
• the Marketplace Item will conform with any other express warranties given by the Seller via the Marketplace Listing.

If you think any Marketplace Item is not as described or is otherwise faulty or incomplete, please contact the Seller in the first instance. The Seller will aim to resolve the issue, for example by (i) providing a repair or replacement; (ii) re-performing the relevant services; or (iii) providing a full or partial refund.

If you are a consumer, nothing in these Terms of Sale affect any legal rights and remedies you have, including under the Consumer Rights Act. If you are unsure of your legal rights, please visit the Citizens Advice website (citizensadvice.uk) for more information.

If the Seller fails to resolve an issue in a satisfactory manner, please see the complaint and escalation process in clause 11 below.

11. Escalation of issues and complaints

If you have any dispute or complaint regarding an Order or Seller, and you have been unable to resolve it with the Seller directly, you can contact us and we will engage with the Seller on your behalf. Please note that we will not act as an arbiter of disputes or make a determination on behalf of the Seller, and we will typically only cancel or refund an Order if instructed to do so by a Seller.

In some cases, for example where the Seller is non-responsive and/or we have become aware that the Seller is not acting in compliance with these Terms of Sale or the terms we have agreed with them, we may decide to cancel an Order and/or issue a refund to you, where our terms with the Seller enable us to do so. We will let you know if we decide to do this.

12. Limit on liability to you

This clause describes our and the Seller's liability to you under the Contract. If anything in this clause is unclear to you, please contact us and we will aim to clarify for you.

We are party to these Terms of Sale for the purposes of facilitating the Contract and payment only, and are not otherwise responsible for its performance or for any act or omission of a Seller. We will not be liable in any way for the performance or non-performance of the Contract, other than for any losses or damages that are directly caused by our own negligence or breach of these Terms of Sale.

If you are a consumer:

Subject to clause 12.2, and except for any legal responsibility that cannot be excluded in law (such as for death or personal injury caused by negligence, or fraud), neither we nor the Seller are legally responsible for:

• losses that (i) were not foreseeable when the Contract was formed; or (ii) were not caused by any breach by us or the Seller (as applicable); or
• business losses.

If you are a trader:

Nothing in this Contract shall limit or exclude the liability of a party for death or personal injury resulting from negligence, fraud or fraudulent misrepresentation, or any other act or omission for which liability may not be excluded or limited by law.

All warranties and conditions (including the conditions implied by ss 13–15 of the Sale of Goods Act 1979), whether expressed or implied by statute, common law or otherwise are excluded to the fullest extent permitted by law.

Subject to clauses 12.2 and 12.4, ours and the Seller's total liability arising under or in connection with the Contract, whether in tort (including negligence or breach of statutory duty), contract, or otherwise, shall be limited to an amount equal to the value of each Order in which liability has arisen. Neither we nor the Seller shall be liable for any loss of profit, business, business opportunity, goodwill, anticipated savings, loss of or corruption of data (in each case whether direct or indirect), or any indirect or consequential damages.

13. Other important terms

If we or the Seller fail to insist that you perform any of your obligations under these Terms of Sale, or do not enforce our rights against you, or delay in doing so, that will not mean that we or the Seller have waived our rights against you and will not mean that you do not have to comply with those obligations. If we or the Seller do waive a default by you, we will only do so in writing, and that will not mean that we will automatically waive any later default by you.

Each of the clauses in these Terms of Sale operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect.

We and the Seller shall have no liability to you for any breach of these Terms of Sale caused by any event or circumstance beyond our reasonable control including, but not limited to, strikes, lock-outs or other industrial disputes; breakdown of systems or network access; or flood, fire, explosion or accident.

Except as expressly provided elsewhere in these Terms of Sale, no one other than a party to these Terms of Sale has any right to enforce any of these Terms of Sale.

We reserve the right to vary any of these Terms of Sale from time to time. The updated terms will be displayed on the Jollee Marketplace and by placing an Order following any such update, you agree to be bound by any variation made by us. It is your responsibility to check these Terms of Sale from time to time to verify such variations.

The Contract constitutes the whole agreement and understanding between the parties. You acknowledge that you have not relied on any statement, representation, assurance or warranty other than as expressly set out in the Contract.

These Terms of Sale and any dispute arising out of or in connection with them shall be subject to English law. If a party wants to take court proceedings, the English courts will have exclusive jurisdiction in relation to these Terms of Sale. This is subject to any right that you have as a consumer to have any dispute settled in another part of the United Kingdom in which you reside.

If applicable, and to the extent permissible by law, each of us (i) waives any right we may have to trial by jury; and (ii) agrees that any claim shall be brought individually and not via any purported class or representative action.