Website terms and conditions template: marketplace for goods; seller side

Marketplace websites connect sellers with buyers. These T&C define the contractual relationship between your business and retailers of goods who sell through the market. As far as possible the terms insulate you from conflict between your suppliers and buyers.
Suitable for use in: England & Wales and Scotland
  • Solicitor approved
  • Plain English makes editing easy
  • Guidance notes included
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About this document

This document is suitable for placement on a website that connects buyers and sellers in a marketplace for any type of goods.

Specifically, it sets out the relationship between you and your sellers who put up goods for sale on which commission is paid to you.

Your website might specialise in the sale of one type of item (fashion goods; toys; tools; some industrial product), or a particular type of seller or buyer (such as used business equipment), but what sort of marketplace your site creates is not important. We include provisions for the sellers and buyers to be businesses or consumers.

So far as Consumer Contracts Regulations are concerned, we insulate you as far as possible from seller obligations, yet make clear to your sellers that they must comply.

Is this template suitable for your website?

These T&C are for any website that creates a marketplace where physical goods are sold. It doesn't matter what type of good is sold, provided that it is a physical item and not downloaded.

Your site could connect sellers with consumers (selling items such as rare coins or electrical homewares) or with businesses (trading items such as office equipment or mechanical plant), or both.

The template suits sites that:

  • are hosted in the UK - although your visitors could be located anywhere in the world

  • simply introduces buyers to sellers. Your business should not also be a seller, nor should it hold stock or fulfil orders

  • provide payment facilities, collect taxes and fees and reimburse the seller the net sales value

  • have sellers that are paid on: a commission basis; a transaction fee basis; through advertising; or not at all

  • allow sellers to upload their own product pages or product advertisements

  • provide an advertising service

  • have regular sellers (for example, ones that operate their business from your website), or allow one-off sales. Sellers could be in business or be transacting privately.

Examples include:

  • websites that create online shop fronts for manufacturers, wholesalers or producers where the product descriptions are controlled by the seller

  • trading sites for second-hand goods where the owner offers an item for sale

  • sites that bring together retailers of different types of goods to offer a one-stop shopping experience to buyers (an online department store where each retailer has a separate concession)

The benefit of clear terms

This type of document is one of the best examples of where use of plain English strengthens the legal effect. If a dispute should arise, it would be hard for a user to claim that he or she did not understand, even if English is not his or her first language.

Similar templates

Because each marketplace website has its own business model, we provide separate agreements for terms with buyers and sellers.

You will need a matching document that regulates the relationship with buyers and other site visitors.

If there is no requirement for buyer membership before purchase, a simple match to this document is this one.

If buyers are required to subscribe (or become members) before they can access the marketplace, then you should use one that includes membership terms.

If your site creates a marketplace for services, use this template instead.

If you are in any doubt as to which template to choose, please contact us.

The law in this document

The law in these T&C is largely common law that deals with the basics of contracts: offer, acceptance, price and payment, provision of service, liabilities and risk. By and large, you can set the terms you want, particularly the commercial ones. The document should be edited so that it reflects exactly how your business works. Our guidance notes will tell you what you can change safely, and what we don't advise changing.

This template includes provisions allowing your sellers to comply with The Sale of Goods Acts (1979 and 1994) and The Consumer Contracts (ICAC) Regulations 2013, while selling to businesses or consumers.

Document contents

The terms and conditions template includes provisions that cover both the relationship between the seller and the buyer and the relationship between you and sellers.

It includes terms relating to:

  • Basis of contract between
  • Responsibility of the seller to provide accurate personal information to you
  • Product placement on your website
  • Delivery by the seller to the buyer
  • Seller's compliance with the Consumer Contracts (ICAC) Regulations 2013
  • Seller's compliance with your returns and refund policy
  • The selling procedure (detailing how a contract is formed between the seller and a buyer)
  • Value Added Tax
  • Order fulfilment
  • Fees payable
  • Terms of advertisement of a product
  • Warranties regarding products advertised on the site
  • Acceptable use policy
  • Restrictions on use of your website
  • Removal of offensive content
  • Security of your website
  • Protection of copyright and other intellectual property rights
  • Interruption to service
  • Disclaimers and limitation of liability
  • Miscellaneous legal matters to protect your business

This document was written by a solicitor for Net Lawman. It complies with current English law.

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