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Dropshipping - Terms and Conditions

  • IDT S.p.A., with registered office in Turin, Via Varallo 24/b, Tax Code – VAT No. 10010450012 represented by its pro tempore legal representative (hereinafter "IDT") has created and is the owner of a site for online product sales and Dropshipping supply service under the www.brandsdistribution.com domain (hereinafter "BD Main Domain").
  • IDT intends to offer the BD Main Domain regularly registered user (hereinafter "User") who regularly pays the price (hereinafter "Price") a service where the User can sell IDT products online from a catalog (hereinafter "Catalog") via Dropshipping (hereinafter "Service").

Now, therefore,

  • The User's request to activate the Service is equivalent to a proposal. The User will register at the BD Main Domain in the manner and under the terms indicated in Annex A. He/she will choose the desired Service and accept the conditions of this contract by ticking the acceptance boxes, also with reference to the provisions of Art. 1341 and 1342 of the Italian Civil Code. It is understood that the registration is subject to electronic acceptance by ticking the terms and conditions of this contract.
  • The User's proposal will be considered accepted and, therefore, the contract concluded when IDT activates the Service. This will take place upon verification of the User's regular registration at the BD Main Domain and the successful completion of the Price payment as detailed in Annex A. By registering, requesting Service activation, and granting permission upon clicking the acceptance button, the User states that he/she has read and accepted any content from this contract, also with reference to the provisions of Art. 1341 and 1342 of the Italian Civil Code.

It is understood that the conclusion of this contract between the User and IDT will only occur electronically. This will be done via the electronic acceptance of such conditions through the point and click procedure on behalf of the User at the BD Main Domain.

  • The User may pay the Price through the methods indicated under "Subscription Types". The User will do all that is necessary to guarantee successful payment.

If due payment fails, then IDT reserves the right to suspend the provision of the Service until fulfillment.

  • The User is not bound by any non-competition deal and, therefore, may directly or indirectly sell products that compete with IDT. The User does not possess any exclusive rights to the IDT product. It is understood that IDT is free to trade with the end customer, both online and offline, and directly or through agents, other collaborators, or intermediaries.

In any case, IDT cannot be held liable for products sold by the User that do not fall within the IDT-offered Catalog on its User Domain.

  • The User may utilize IDT trademarks or third-party trademarks with a purely descriptive function to indicate the industrial origin of the product and to guarantee originality. IDT does not authorize the use of logos, symbols, or other distinctive signs involving the exclusive ownership of IDT or third parties. It is understood that IDT cannot be held liable for any improper use of such logos, symbols, labels, or other distinguishing signs by the User.

The User shall hold harmless and indemnify IDT from any claim, damage, liability, cost, charge, and expense. This includes any legal fees arising from any breach the User may make against the obligations outlined in this contract.

  • The Service is expected to last 1 or 12 months starting from the User's activation date. The Service will be renewed automatically for the same period unless the User disables it through his/her profile under "My Subscriptions". It is understood that the User must pay the current Price upon each renewal.

Under any circumstances and at any time, it is understood that IDT has the right to withdraw from this contract and interrupt the Service. This may be done via e-mail to the address provided by the User who will not be entitled to any indemnity nor compensation. In the event of IDT's withdrawal, IDT will reimburse the User for the paid and unused period of Service, if any.

  • The Parties mutually guarantee to comply with any regulation regarding the processing of personal data. The personal data provided will be used exclusively for fulfilling contractual purposes.
  • By registering and accepting this contract as indicated, the User also authorizes IDT to process the personal data provided upon registration and as requested by the Service.

The User, as owner of the data of his/her customers, appoints IDT as the data controller with reference to the end users' data. These data are sent to him/her in order to perform the Service by signing the contract as per the “Appointment of Data Processor" Annex B.

  • "The IDT-offered service consists of making the sale products offered on Brandsdistribution.com available via download. Delays due to catalog additions by the customer will not warrant any refund or postponing deadlines for unused service.
  • Sales between IDT and the User will be subject to the general IDT sale conditions, which are available on the www.brandsdistribution.com site.
  • This contract shall be governed by Italian law.
  • All disputes deriving from this contract or related to it, both contractual and non-contractual, will be settled definitively and exclusively by the court where IDT's offices are located.
  • This contract replaces and supersedes any previous agreements, written or verbal, between the parties on the subject matter hereof.
  • Any amendments or additions must be made in writing, failing which they are void.
  • This agreement is non-transferable, in whole or in part, unless otherwise agreed upon among the Parties in writing.
  • IDT's Dropshipping service cannot be resold to third parties.
  • Failure to exercise a remedy in the event of a breach by the counterparty of this contract or a right does not constitute a waiver to exercise this remedy or right in the future.
  • The conditions and the annexes are an integral part of these Dropshipping Terms of Service.

The Dropshipping service can be activated in the following ways:

  • monthly plan limited to 100 products €69 + VAT
  • monthly plan with unlimited products €99 + VAT
  • annual plan limited to 100 products €490 + VAT
  • annual plan with unlimited products €690 + VAT

Satisfaction Guarantee Policy

It is possible to request a credit back for the dropshipping service just on the first activation and only on the monthly service. The credit back need to be requested within 30 days from the activation date The credit will be issued in the form of a amount which is automatically uploaded to your profile. The credit will be issued within a maximum of 10 days from the reception of the refund request and will be valid for 2 years. The credit is automatically deducted when a new order is placed. In all other cases credit back requests cannot be taken into consideration

Service activation occurs within 24 hours of payment receipt.

The User can choose how to pay for the service among the available methods: credit card (Setefi), PayPal, or direct bank transfer (Klarna/Sofort, MyBank). The annual plan also includes the Splitit payment method, which allows you to defer the amount for 12 installments with a Mastercard or Visa credit card.

Through PayPal, it is possible to activate automatic payment for the service renewal.

The User can disable the automatic PayPal payment in the "Automatic Payment Methods" section of his/her profile by clicking on "Disable" under "Active Automatic Payment Methods". Disabling the automatic PayPal payment does not entail unsubscribing from the Brandsdistribution Dropshipping service.

The service will last 1 or 12 months, depending on the selected plan.

The system automatically generates a service renewal order five days before the subscription expires. This will show up as "booked" in the User's profile. The User can proceed with the renewal payment up to five days following the service expiration. The order is automatically canceled after five days.

The User can modify the service subscription plan directly from his/her profile in the "My Subscriptions" section by clicking on "Unsubscribe". The user can then purchase a new subscription.

To deactivate the service, simply click on "Unsubscribe" in the "My Subscriptions".

Once the service is activated, an Excel, CSV, or XML format file becomes available through the following link: https://www.brandsdistribution.com/tools/export

The file contains all Brandsdistribution.com catalog products.

For each product it itemizes:

  • Product code (SKU)
  • Barcode
  • Stock availability
  • Description in 15 languages (Italian, English, French, German, Spanish, Romanian, Portuguese, Polish, Dutch, Slovak, Hungarian, Swedish, Estonian, Czech)
  • Volumetric weight
  • Link to photos
  • Italian retail price (VAT included)
  • Sales price (VAT excluded):
  • Suggested price (VAT included)

The Dropshipping service requires no minimum purchase order.

The product price is the same price found in the Brandsdistribution.com catalog, VAT excluded.

Brandsdistribution.com does not withhold any percentage of the product sale.

In order to oversee collaboration with the different brands, Brandsdistribution recommends sale prices (suggested_price) available in the provided formats (XLS, CSV, XML) and suggests not going below 30% of the net margin.

IDT supplies advertising material for sponsoring the products on sale. However, it is forbidden to use the registered logo or trademark without the brand owner's authorization. It is understood that IDT cannot be held liable for any improper use of such logos, symbols, labels, or other distinguishing signs by the User.

Technical management is entrusted entirely to the User.

IDT provides detailed documentation for API integration.

Technical assistance is not included in the price of the service. It is, however, possible to receive paid assistance for €199 + VAT, where applicable.

The User can place orders on Brandsdistribution manually or automatically through API (Plugins included).

The User commits to placing an order on Brandsdistribution only after the end user confirms a purchase on the User's e-shop.

This order is then "booked" and awaits payment.

Any changes/cancellations are accepted only if the order has a "booked" status.

Once payment has been confirmed, the order is processed and conveyed to logistics. It is therefore no longer possible to make changes/cancellations.

If the shipment fails due to an incorrect address or refusal by the end user, then a credit note and the resulting credit net of shipping costs will be issued.

Brandsdistribution Dropshipping service allows the User to:

  • ship orders to final customers via IDT courier*;
  • manage packaging and shipping independently; in this case, cumulative orders (min. 1.000€) are a requirement. These will be shipped to the User's own logistics via IDT courier or the User's own courier.

*IDT delivers the products directly to the end customer in the following countries at the following costs: (https://www.brandsdistribution.com/cms/fashion-dropshipping-shipping-fee)

Packages sent to the end customer do not contain any reference to Brandsdistribution.com.

For all non-EU countries to which IDT does not provide shipments to the end customer, cumulative orders with a minimum worth of €1,000 are a requirement. The User may request IDT courier quotes or manage the pickup via his/her own courier.

Shipping costs are always to be paid by the User. Extra-EU shipments may incur customs duties and fees upon regulations of the goods' destination country. The User is invited to contact his/her local customs office for further information.

Once the end customer has purchased the product on the User's e-shop, the User must then create the order on the Brandsdistribution platform by entering his/her billing information and the shipping details of the end customer (or another address where he/she wishes to receive the goods). If payment is not made within 24 hours, then the order expires.

Orders can be paid by credit card (Setefi), PayPal, direct bank transfer (Klarna/Sofort, MyBank) and, for cumulative orders, by bank transfer.

The order will be automatically confirmed in case of existing credit on the User's profile. If the credit does not cover the entire cost of the order, then the payment of the missing amount will be required. Warning: in case of order cancellation based on credit, please ask for your credit back on order unfulfillment via the following link: https://support.brandsdistribution.com/it/conversation/new/6

A cumulative invoice is issued for all confirmed or paid orders at the end of each day. The User can download it from his/her profile page. For Italian customers: the electronic invoice will be duly sent to the SDI who will arrange for it to be delivered to your electronic inbox (certified e-mail address or recipient code). Invoices are also available on the User's Brandsdistribution profile, yet are not valid for tax purposes.

The User can request a return within 20 days of receiving the order for the following reasons: if he/she dislikes the product; if the product is too big/small, damaged, does not correspond to the product ordered, or if it is not actually in the package or otherwise.

The User must follow these instructions to start the return request:

  • Access the "Profile" followed by the "My Orders" section
  • Select the order to be returned
  • Click on "Request Return" for the product that the Customer wants to return and select the reason from the drop-down menu, then click once on "Make Request"
  • An e-mail enclosed with the instructions will arrive within 24 hours (please check the Spam or Promotions boxes)
  • Send the instructions to the end customer
  • Return the product within 15 days of receiving the e-mail

IDT reserves the right to not reimburse in the following cases:

  • The product is damaged or the original packaging (shoe box, sunglasses case, dust-proof bag) is missing or damaged.
  • Return code and/or order number are missing
  • Unauthorized or after return deadline

The shipping and return costs are to be paid by the User unless otherwise instructed.

Also, in the case of flawed or non-compliant products, a return request must be made as indicated above. The damage must be described in detail and photos must be attached demonstrating its extent within and no later than 20 days from receipt of the order. Please send all details to the following link: https://support.brandsdistribution.com/it/conversation/new/3

The refund is provided in credit form on the User's profile within a maximum of 10 working days from receipt of the product. The credit is visible at the bottom of the User's profile account page.

The credit is automatically deducted when a new order is placed.

The credit is available for 2 years following the issuance of the credit note.

Brandsdistribution does not exchange goods. It is necessary to make a return request for the product that the User wishes to return and create a new order deducting any credit charged on the User's profile.

BASIC
69 /MONTH + VAT
FULL
99 /MONTH + VAT

Limited to 100 products

Unlimited products (+5000 SKU)

Catalog export file
in XLS / CSV / XML format
API documentation
No minimum order quantity
Stock updates available every 15 minutes
(up to every 4 minutes for xml)
Product descriptions in 15 languages
High resolution product images
Editorial images for marketing campaigns
Tutorials and sales advice
Dedicated assistance

ANNEX B - Appointment of the Data Processor
between

The Client - the Controller -
and
IDT S.p.A., with its registered office in Torino, via Varallo 24/b, C.F. – P.IVA 10010450012 - the Processor



1. Object, duration, processed personal data

1.1. The Processor will carry out the following activities: management of shipments to the addresses communicated by and on behalf of the Controller.

1.2. The duration of this appointment is equal to the duration of the main contract.

1.4. The categories of processed personal data are the following:

1.4. The personal data collected and processed relate to:

2. Processing within the UE and the EEA

2.1. The operations of data process regulated by the present appointment contract will be carried out within the European Union (EU) or the European Economic Area (EEA). Any data transfer to a third country outside the EU or the EEA is subjected to prior written authorization by the Controller and can occur only according to specific conditions set out under articles 44 et seq. GDPR

2.2. The legal basis for the transfer under the GDPR are:

3. Technical and organizational measures

3.1. The Processor ensures the security of processing pursuant to articles 28 par. 3 point c) and 32 GDPR, in particular pursuant to article 5 paragraphs 1 and 2 GDPR. Such measures must ensure the security of data and a level of protection appropriate to the risk for confidentiality, integrity, availability and resilience of the systems. Pursuant to article 32 par. 1 GDPR, the state of the art, implementation costs, nature, object and purposes of processing, as well as the probability of a violation of personal data and the seriousness of the risks potentially deriving from it to natural persons’ rights and freedom, should all be taken into account.

3.2. The technical and organisational measures are subjected to technical and technological development and progress. Therefore, the Processor may adopt alternative measures adequate to the changed technological context. In such cases, the level of processing security cannot be reduced. Any substantial modification must be documented.

4. Rectification, restriction and erasure of data

4.1. The Processor cannot, rectify, erase or restrict the processing of the data assigned by the Controller on his own initiative, but only upon documented instruction by the Controller.

4.2. Should a data subject contact directly the Processor with regard to a question of processing rectification, erasure or restriction, the Processor shall forward such a request immediately to the Controller. The erasure, rectification, portability and access requests shall be processed without undue delay on the basis of the Controller’s documented instructions.

5. Warranties and other Processor’s obligations

In addition to the provisions of the present contract, the Processor is bound to respect all legal requirements outlined in articles 28-33 GDPR. To this end, the Processor ensures to comply in particular with the following conditions:

The current DPO is: Ida Tafuri
The Processor will communicate without undue delay every DPO change to the Controller.

6. Sub-tasks

6.1. the Processor may delegate part of processing activities regulated by the present contract to further Sub-processors, who shall be subject to the contractual obligations set out under article 28 par. 4 GDPR where provided by the law.

6.2. The Processor appoints from now the following Sub-processors, provided that contractual agreements complying with what required under article 28 par. 2-4 GDPR are concluded:

1
DHL
Italy
Transports
2
DEUTSCHE POST GLOBAL MAIL
Germany
Transports
3
BXB s.r.o.
Czech Republic
Transports
4
DHL supply chain SPA GLOBAL MAIL
Italy
Logistics
5
TPL
Italy
Logistics
6
Zero11
Italy
Database management

6.3. The transfer of data to a Sub-processor may occur only upon satisfaction of all abovementioned conditions for Sub-processors appointment.

6.4. The Processor is integrally responsible for the appointed Sub-processors’ conduct. Any modification to the Sub-processors list must be communicated to the Controller without undue delay, giving the latter the right to object to it. In case of objection, the Processor has the right to withdraw from the contract with the Controller without prior notification.

6.5. In particular, should the Sub-processor work outside the EU/EEA, the Processor shall ensure with adequate means the respect of EU law on personal data protection, as described under point 2 of the present contract.

7. Controller’s supervisory power

7.1. In coordination with the Processor, the Controller has the right to carry out inspections or have an auditor, instructed on each occasion, carry them out. The auditor shall have the right to assess the Processor’s compliance with the present appointment contract as far as it concerns his own entrepreneurial activities, by means of random checks, which shall be communicated in advance as a general rule.

7.2. The Processor shall allow the Controller to verify his compliance with his obligations, as set out in article 28 GDPR. Upon request, the Processor shall provide the Controller with any necessary information as well as, in particular, with evidence of the adoption of technical and organizational measures.

7.3. The evidence of the adoption of such measures, which may refer also to activities other than those falling within the scope of the present contract, may be provided also by means of

7.4. The Processor may charge the Controller a reasonable remuneration for the inspections execution.

8. Controller assistance

8.1. The Processor shall assist the Controller in carrying out his obligations relating to the personal data security, in reporting data breaches, in the impact assessments on the data protection and in the pre-emptive consultations referred to in the articles from 32 to 36 GDPR, also

8.2. The Processor may request a reasonable remuneration for the assistance services that are not included in the description of the services and that are not due to errors attributable to the Processor.

9. Controller’s executive powers

9.1. The Processor shall process no personal data pursuant to the present appointment if not under the Controller’s instruction, unless he is bound to do that under the law of the EU or of Member States.

9.2. Should the Controller ask for a modification of the personal data processing envisaged in the documented instructions pursuant to point 2, the Processor informs immediately the Controller if he considers that such modification could entail a violation of the provisions on data protection. The Processor may abstain from carrying out any activity that could result in such a violation.

10. Liability

10.1. Each party of the present contract undertakes to compensate the other for damages or expenses deriving from his own negligent non-compliance with the present contract, including any negligent non-compliance committed by his own legal representative, Subprocessors, employees or other agents. Furthermore, each party undertakes to indemnify the other from any claim by third parties deriving from or relating to any negligent violation committed by the other.

10.2. It remains unchanged the requirement under article 82 GDPR

11. Destruction or returning of personal data

11.1. The Processor does not create copies or duplicates of data unbeknownst to and without the Controller’s consent, except for security copies, in so far as they are necessary to ensure the ordered processing of data, as well as for the data whose storage is required by the law.

11.2. Upon the conclusion of the service supply, the Controller may choose to have the Processor erase or return all personal data collected and processed pursuant to the present appointment, in compliance with data protection, unless the applicable legal provisions do not require further conservation of personal data. In any case, the Processor may keep all information necessary to demonstrate the ordered and conformed execution of the processing activities also beyond the termination of the contract, in accordance with the storage period prescribed by the law.

11.3. The documents used to demonstrate an ordered processing of data pursuant to the appointment contract shall be stored by the Processor beyond the duration of the contract in compliance with the respective storage period. The Processor may give such documents to the Controller at the end of the duration of the contract to discharge himself from such contractual obligation.