Seller Agreement

This is a contract and it is not ready to be one. What follows is a structured first draft written from how GFX actually operates, for counsel to turn into a binding agreement. Do not present it to a seller for acceptance in this state. Every [FILL IN] marks something only a lawyer or a director should decide.

1. What this is

An agreement between [FILL IN: legal entity] ("GFX") and you, the seller, covering your use of the GFX marketplace.

You accept it when you register. Where it refers to another GFX page — Listing Guidelines, Restricted Products, Fee & Payout Terms, Return & Replacement Terms, Intellectual Property Policy — that page forms part of this agreement.

2. What GFX is, and is not

GFX operates a marketplace. The contract of sale is between you and the customer. GFX is not the seller, does not take title to your goods, and does not hold your stock.

GFX provides the platform, the product catalogue and brand registry, order management, shipping through its own carrier arrangements, payment collection, and customer support.

[FILL IN: counsel to set out the intermediary position, and the limits of it]

3. Becoming a seller

You must be a business entitled to sell in India, with valid GST registration and PAN, and a bank account in the business's name. You provide these at registration and GFX verifies them.

You confirm that everything you give us is true, and that you will tell us when it changes.

GFX may decline an application, and need not give reasons.

4. Your stock and your listings

• You hold your own stock. You do not sell it to GFX and GFX does not buy it.
• Stock levels must be accurate. Accepting orders for goods you do not have is the most damaging thing a seller can do here.
• You set your own prices. GFX does not set them, does not require price matching, and does not penalise you for being expensive.
• Listings follow the Listing Guidelines and the Restricted Products policy.
• Everything you sell must be genuine, lawfully acquired, and yours to sell. On request you must be able to show where stock came from.
• Condition, warranty position and parallel-import status must be disclosed on the listing.

5. Orders

• Accept and dispatch within the time the platform specifies for the service the customer chose.
• Pack to survive the journey. Where a serial number applies, record it at pack time.
• You may not cancel an accepted order because the price moved or because you found a better buyer. Cancelling for want of stock is a failure, and repeated failures affect your standing and may end this agreement.

6. Shipping

GFX books the carrier on its own account and charges back the actual cost with no markup, or you ship the order yourself. Either way the delivery promise shown to the customer is the one that must be met.

[FILL IN: counsel to allocate risk of loss and damage in transit, and the claims process]

7. Returns, replacements and warranty

Governed by the Return & Replacement Terms. In summary: a faulty item inside the window is replaced with the same model; a refund follows where replacement is impossible; a second failure on the same order refunds. You respond to claims within the platform's timeframe and you handle the item when it comes back.

GFX decides a disputed claim, not the seller. That is the price of the customer trusting the marketplace, and it cuts both ways — a customer claim we find unfounded is rejected with reasons.

8. Fees and money

Set out in Fee & Payout Terms, which forms part of this agreement. In summary: one agreed commission fixed for twelve months, frozen per order at the rate that applied when it was placed; no listing, monthly, closing, storage, removal or visibility fees; shipping and payment charges passed through at cost; weekly settlement after a 7-day hold.

9. Customer data

Customer details are provided to you for the sole purpose of fulfilling the order. You may not use them for marketing, add them to a list, sell them, or contact the customer about anything other than their order. You must handle them in line with applicable data protection law and delete them when you no longer need them.

This is the clause most often broken by accident and it is the one that does the most damage when it is.

10. Intellectual property

You grant GFX the right to use your listing content, images and brand names for the purpose of operating and marketing the marketplace, including in advertising feeds. You confirm you have the right to grant this.

Infringement is handled under the Intellectual Property Policy.

11. Suspension and termination

GFX may suspend or end your account for breach of this agreement, for repeated failure to fulfil, for counterfeit or misrepresented goods, or where required by law.

Suspension stops new sales. It does not cancel what you owe. Orders already placed must still be fulfilled, and money you have already earned is still settled to you on the normal cycle. Those are separate things and GFX treats them separately.

You may close your account at any time by telling us, once open orders are fulfilled and open returns resolved.

12. Liability

[FILL IN: counsel. This section will be read in a dispute and is not something to draft from operational knowledge.]

13. Changes

A change that alters what you agreed to is announced at least 15 days before it takes effect, and you will be asked to accept the new version. Until you do, existing listings and existing orders are unaffected; after the effective date, new listings are blocked until you accept.

Every version of this agreement stays readable, permanently, with what changed and when. A seller who accepted version 2 is bound by version 2 — a later version does not reach back.

14. Law and disputes

[FILL IN: governing law, jurisdiction, dispute resolution, arbitration seat if any]

15. Contact

Questions about this agreement: seller support. Formal notices: the address on the contact page.