Website terms and conditions: marketplace for goods to businesses; seller side

These are terms and conditions for a website that acts as a marketplace, connecting businesses selling physical products with other local or international business buyers. It is also suitable if your business simply introduces sellers and buyers - it does not hold stock or fulfil orders.
Suitable for use in: ACT, NSW, NT, QLD, SA, TAS, VIC and WA
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About this document

These terms are suitable for a website that brings together buyers and sellers in a marketplace and that takes a commission on each transaction. Specifically, they set out your legal relationship with sellers who advertise goods for sale.

Your site might provide sellers with access to a community of buyers, or might provide services such as payment facilities that would be impractical to obtain by themselves.

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.

Are these T&C suitable for your website?

This document can be used on any website that:

  • creates a marketplace where physical goods are sold
  • where the buyers are businesses
  • is operated from Australia, although sellers and buyers could be located anywhere in the world

Importantly, your business should:

  • not also be a seller, nor should it hold stock or fulfil orders on behalf of sellers
  • provide payment facilities, collect taxes and fees and reimburse the merchant 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 to sellers
  • have regular sellers (for example, ones that operate only from your site), or allow one-off sales. Sellers could be in business or be transacting privately.

You may operate in local or international markets, and the marketplace may have any number or type of goods for sale in it.

Examples of websites for which this template could be used 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 (for example, books, office furniture, computer parts).

Similar sets of terms

Because each marketplace website has its own business model, we provide separate agreements for terms with buyers and with sellers. You should therefore pair this document with the most suitable buyer side marketplace T&C document we offer. That is likely to be this one.

If your site connect buyers and sellers of consumer items then use the. other version of this contract that takes into account consumer selling law .

If your site creates a marketplace for services, not for physical products, this template should be used instead.

Contents

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

It includes terms relating to:

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

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

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