THE1 SHOWROOM

BUYER AGREEMENT

INTRODUCTION

Welcome to the THE1 Showroom Buyer Agreement (“Agreement”). This Agreement contains the terms and conditions under which THE1 Showroom offers the “Buyer Service” (defined below). If you do not read, understand, and agree to all of the terms and conditions of this Agreement, you may not use the Buyer Service.

THE1 Showroom reserves the right to modify any of the terms and conditions contained in this Agreement, at any time and in THE1 Showroom’s sole discretion, by posting a change notice or a new agreement on THE1 Showroom’s Site. For example, modifications may include changes in fees, Buyer Service features, and Buyer Service rules. In the event of changes to the terms of this Agreement, you will be contacted by email. If any modification is unacceptable to you, your only recourse is to terminate this Agreement. Your continued participation in the THE1 Showroom Service following THE1 Showroom’s posting of a change notice or new agreement on THE1 Showroom’s Site will constitute binding acceptance of the change.

1. BUYER SERVICE.  This Agreement provides the terms and conditions under which THE1 Showroom provides its service that will allow you to market your Buyer profile (your “Buyer”) and purchase Products from Sellers (together, the “Buyer Service”).

 

2. TERMS OF USE.  If you become a Buyer, you will continue to be bound by all of the terms and conditions of the Terms of Use, and by your agreement to the terms hereof, this Agreement shall be deemed to be part of such Terms of Use. For clarity, the Buyer Service is deemed part of the “THE1 Showroom Service,” all initially-capitalized terms not defined in this Agreement are as defined in the Terms of Use, and any disputes relating to your use of the Buyer Service will be subject to confidential binding arbitration in accordance with Section 17 of the Terms of Use. If the terms of this Agreement conflict with the Terms of Use, this Agreement will govern and be given precedence.

 

3. BECOMING A BUYER. 

 

1. Opening an Account.    Only Buyers have the right to use the Buyer Service. To become a Buyer, you must open a Buyer account (an “Account”) with THE1 Showroom which is only possible after the following steps: i) submit your registration to THE1 Showroom, ii) have your registration approved, iii) receive your login information.

 

2. Contact Information.  You must provide THE1 Showroom with accurate and complete contact and payment information when you open an Account. You must immediately notify THE1 Showroom if any of this information changes. If you do not provide THE1 Showroom with complete, accurate, and updated contact information, you may not be eligible to purchase Products.

 

3. Account Security.  You will need to select a password if you open an Account. You will be solely and exclusively responsible for keeping your password confidential and all use of your password and Account, including, without limitation, any use by any unauthorized third party. You must notify THE1 Showroom immediately if you believe your password has been or may be obtained or used by any unauthorized person or entity. In addition, you must notify THE1 Showroom immediately if you become aware of any other breach or attempted breach of the security of your Account or the THE1 Showroom Service.

 

IMPORTANT: You will only be able or eligible to use the THE1 Showroom to buy or sell products after the THE1 Showroom’ s approval.

 

4. YOUR OBLIGATIONS. 

 

1. General.  You must use the Buyer Service in a manner that demonstrates common sense and respect for the rights of THE1 Showroom and third parties.

 

2. Buyer Content.  If you open a Buyer Account, you will be solely and exclusively responsible for ensuring that the Buyer, any Content or materials that you submit to THE1 Showroom for use with your Products, and any web sites linked to your Buyer comply with the terms and conditions of this Agreement and all applicable laws, regulations and rules.

 

3. Buyers declare that they are not buying the products as their final recipients.

 

ATTENTION: Buyers declare and accept that they will not conduct business directly with sellers, without the intermediary of THE1 Showroom, otherwise they will be responsible for the damages caused.

 

5. BUYER PROFILE CREATION.

 

1. Delivery of Content. You will upload to the Site all Content that you want to use with the Buyer Service in accordance with the applicable instructions on the Site. You must also upload all other Content required to describe your Buyer, such as its physical location and the other items it carries. Any such Content should include complete and accurate credits. THE1 Showroom may, in its sole and exclusive discretion, determine whether any Content complies with such instructions and is satisfactory for use with the Buyer Service.

 

2. Approvals and Consents.  You must have all necessary approvals and consents to use all Content and you must deliver copies of those approvals and consents to THE1 Showroom if THE1 Showroom requests them.

 

3. Unions and Guilds.  You acknowledge that THE1 Showroom is not currently a party to any collective bargaining agreement with any union or guild and you are solely responsible for complying with any applicable union or guild rules, including without limitation, those relating to payments.

 

4. Order Processing and Reporting.  THE1 Showroom will facilitate the placement of purchase orders placed by you to make purchases from the Seller Page. THE1 Showroom reserves the right to reject orders that do not comply with any such requirements as THE1 Showroom periodically may establish. Once the purchase order is processed, you will be responsible for all aspects of paying for and receiving the order. THE1 Showroom will monitor the status of purchase orders made through the THE1 Showroom Service. The form, content, and frequency of any reports prepared by THE1 Showroom may vary from time to time at THE1 Showroom’s discretion.

 

6. MARKETING AND ADVERTISING YOUR BUYER.

 

1. THE1 Showroom Marketing of Your Buyer.THE1 Showroom reserves the right, but has no obligation, to promote your Buyer by, for example, featuring it in THE1 Showroom newsletters or on the Site, referring users to your Buyer, or describing your Buyer in communications with third-parties.

 

2. No Spam. You may not use “spam,” “blast-faxes” or recorded telephone messages to market your Buyer. You may not spam or attempt to deliberately subvert the results of the THE1 Showroom directory or search engine with false, misleading, or unnecessarily repetitive information.

 

3. Links. THE1 Showroom, in its sole discretion, may prohibit you from “linking” your Buyer to any web sites that contain content that, if used on the Web Site, would violate any of THE1 Showroom’s agreements or policies.

 

4. Customer Information. THE1 Showroom may, from time to time, provide you with information relating to Sellers from which you purchase Products using your Buyer. You may only use or disclose this information to a third party for your internal record keeping, pay for the Products that you purchase and for marketing your Buyer. You may not disclose any of this information to a third party or use it for any other purposes. Any failure on your part to comply with the THE1 Showroom Privacy Policy may result, at THE1Showroom’s sole discretion, in the termination of this Agreement.

 

7. PURCHASING AND SALE TRANSACTIONS. 

 

1. Credit Card Transactions.  To the extent you as a Buyer effect any transactions using a credit card, you must have a valid credit card on file, and we will (or a third-party credit card processor may) store your credit card information. THE1 Showroom will verify your credit card information (including expiration date and billing address), but will not charge your credit card unless you conduct an activity through the Service that requires your credit card to be charged. By agreeing to pay for a transaction with your credit card, you authorize us to charge your credit card.

 

2. Fee Modifications.   We reserve the right to change or discontinue, temporarily or permanently, some or all of the fees for the Service (including to lower fees for promotional events), and such changes are effective when we post information about the fee change through the Service. Additionally, we may change our Fee Policy at any time and in our sole discretion, and any changes to the Fee Policy are effective upon the posting of such changes to the Fee Policy.

 

3. Dispute: The buyer must inform THE1 Showroom within 7 days of receipt of any inaccuracy regarding its order.

 

8. PRODUCT LISTINGS AND PRICING.  All products offered and sold are maintained, manufactured or imported, and distributed by the respective Sellers.  THE1 Showroom only displays the products, images, prices and information provided by the Sellers. Colors and sizes may differ from the actual product in their respective images. Product details such as a product description, prices, and availability may contain errors and/or omissions. THE1 Showroom does not guarantee under any circumstances any product displayed on this website by the Sellers and is not responsible for any damages arising from the use of the Site.

 

In the event a product or service is listed at an incorrect price or with incorrect information, THE1 Showroom has the right to refuse or cancel any orders placed for that product(s) or service(s) whether or not they have been confirmed and your credit card has been charged or other payment has been accepted.  Despite our best efforts, a small number of the items on our Site may be mispriced. If the correct price of an item sold by THE1 Showroom is higher than our stated price, we will, at our discretion, either contact you for instructions before shipping or cancel your order whether or not your credit card has been charged or other payment has been accepted.

 

9. SERVICE IS ONLY A VENUE, THE1 SHOWROOM NOT AFFILIATED WITH OR ENDORSED BY ANY SELLER OR BUYER.  The Service acts as an open marketplace for users to interact with other users to buy and sell fashion items. THE1 Showroom only provides a service, is not involved in any transaction between Buyers and Sellers who use the Service, does not obtain title to any purchased items and does not act as the Buyer or Seller (or agent for Buyers or Sellers) with respect to any such transactions. THE1 Showroom is not affiliated with or endorsed by any designer, manufacturer, retailer or brand of the items that users buy or sell on THE1 Showroom 's marketplace. There are risks that you assume when dealing with other users (including those who may be acting under false pretenses). You agree that all of these risks are borne by you, and not THE1 Showroom. THE1 Showroom does not control the behavior of users of the Service or the information or other content provided by other users that is made available through the Service. As a result, THE1 Showroom does not guarantee or endorse the authenticity, quality, safety, or legality of any items offered or sold, the truth or accuracy of any listings, or the ability of Sellers to sell items or of Buyers to buy items. We cannot assure that all transactions will be completed. Additionally, THE1 Showroom does not guarantee the ability or intent of users to fulfill their obligations in any transactions. THE1 Showroom reserves the right to delay the completion of any transaction for a reasonable period of time for purposes of fraud detection and otherwise protecting THE1 Showroom and its users from illegal or wrongful activities.

 

10. INDEMNIFICATION.  As you are bound by the Terms of Use in using the Buyer Service, you must indemnify, defend and hold THE1 Showroom harmless for any claim arising out of, relating to, or connected with your alleged breach of the Terms of Use in using the Buyer Service in accordance with Section 11 of the Terms of Use. You must also indemnify, defend, and hold THE1 Showroom harmless based on any Claim alleging facts that, if true, would constitute a breach of this Agreement.

 

11. TERMINATION. 

 

1. TERMINATION FOR BREACH.  THE1 Showroom will notify you should you breach this Agreement, the Privacy Policy, or any other term of the Terms of Use. If you fail to correct any such breach within 30 days of such notice, THE1 Showroom may, in its sole discretion, terminate this Agreement, and you will forfeit any subscription fees paid regardless of any remaining portion of the Term.

 

2. THE1 Showroom DISCRETIONARY TERMINATION.  In its sole discretion, with or without notice to you, THE1 Showroom may: (i) suspend or terminate your use of the Buyer Service, (ii) terminate your Account, (iii) remove any of your Buyers from THE1 Showroom’s servers and directories and (iv) prohibit you from opening any new Buyers. If THE1 Showroom terminates your use of the Buyer Service in the absence of any breach on your part, THE1 Showroom will reimburse your subscription fee prorated for any remaining portion of the Term.

 

3. BUYER TERMINATION.  You may terminate your Account for any reason at any time by completing the online termination form.

 

4. EFFECT OF TERMINATION.  If you or THE1 Showroom suspend or terminate your Account, THE1 Showroom may: (i) delete any Content or other materials relating to your use of the Buyer Service, and THE1 Showroom will have no liability to you or any third party for doing so and (ii) not allow you to access your Buyer or create, manufacture, market, or sell Products. If you or THE1 Showroom terminate your Account, you must immediately remove all links to the Site from any web sites you operate and cease representing yourself as a Buyer.

 

12. SURVIVAL.  The following Sections will survive termination of your Account: 2, 6(d), 7(a) and 8 through 12.

Last Modified: October 4, 2017