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Please carefully read the following terms and conditions (“Terms” or “Terms and Conditions”) before using the Consignment Services ("Consignment Services" or "Services") or any other services offered by Rites Collective Ltd (“Rites”, “we,” “us,” or “our”). This agreement sets forth the legally binding Terms and Conditions for your use of the Services located at Rites, 4 Broadway Market, London E8 4QJ ("Store") or the website www.rites.co (“Website”).
IF YOU DO NOT AGREE TO ANY OF THESE TERMS OR ANY THIRD PARTY TERMS ASSOCIATED WITH THE RITES SERVICES, THEN YOU MUST STOP USING THE RITES SERVICES IMMEDIATELY.
We reserve the right to review and amend any of these Terms from time to time with or without notice to you.
“Inventory” or “Inventory Items” or "Presented Items": means items or items of clothing listed or otherwise made available for sale or rent over the Rites Website;
“Seller” means any person accessing or making use of the Rites Consignment Services, listing, or otherwise making available any Inventory Items for sale or rent in the Store or over the Rites Website;
1 COLLECTION OF INVENTORY
1.1. Arrangements for the collection of any order or consignment of Presented Items or Inventory (a “Consignment”) from the Seller and for its for transportation to one or more of Rites’ locations, will be agreed between the Seller and Rites at the time of each Consignment. Where collections are arranged by Rites, they will be carried out by an appointed and authorised service provider of Rites. The Seller will send the items at their own risk, including when they request Rites provide transportation.
1.2. On surrendering items to Rites, either by post or collection, it is deemed that all terms and conditions herein are accepted by the Seller.
1.3. The Seller shall notify Rites in writing of any Presented Items within any Consignment which the Seller intends to be made available for rental and, for any such Presented Item, an indication of what the Seller believes to be an appropriate Replacement Value.
2.1. ACCEPTANCE OF PRESENTED ITEMS
2.1. Upon receipt of the Consignment, Rites will evaluate the Presented Items to determine their authenticity, quality and potential sale or rental value in line with Rites inventory policy. Coat hangers, garment bags, branded collateral and other items are not deemed part of an item and should not be sent with the items.
2.2. Within approximately 14 business days after Rites receipt of any Consignment, Rites shall provide to the Seller, via email or otherwise, an itemised schedule (the “Consignment Inventory Schedule”) setting forth:
2.2.1. details of the Presented Items in the Consignment that are accepted by Rites for selling and/or renting instore or listing on the Website (“Accepted Items”), including a short description of each Accepted Item, and the suggested initial selling and, where appropriate, renting and Replacement Value, price of each such Accepted Item; and
2.2.2. those Presented Items in the Consignment that are not accepted by Rites for listing on the Website (“Non-Accepted Items”). Non-accepted items will not be listed by Rites and retrieval of these items is the sole responsibility of the seller.
2.3. The determination of each of (i) whether a Presented Item becomes an Accepted Item or a Non-Accepted Item and (ii) the proposed rental and sale price for any Accepted Item will be in the sole discretion of Rites. However, ultimately the final decision on the setting and/or acceptance of the rental and sale price for any Accepted Item will be at the sole discretion of the Seller. The Replacement Value of each Accepted Item will be in sole discretion of Rites.
2.4. Any Non-Accepted Items will be transferred to Rites ownership (and disposed of or donated to charity) or returned to the Seller, at the Seller’s option and expense, within thirty (30) days after Rites’ receipt of such Non-Accepted Item. Rites’ designation of any items as Non-Accepted Items shall in no way alter the effect of these Terms and Conditions as to any other Presented Item, if any.
2.5. Notwithstanding the provisions of the paragraph above, if a Presented Item has been collected from the Seller by Rites and is subsequently determined to be a Non-Accepted Item, the relevant Non-Accepted Items must be collected by the Seller and return of these items is not the responsibility of Rites.
2.6. Under no circumstances shall the Seller be eligible for any Sales Commission or Rental Commission (each as defined below) in respect of any Non-Accepted Item.
2.6. In the event that a Non-Accepted Item is not physically retrieved by the Seller from Rites for a period of sixty (60) days or Rites requests return shipping information from the Seller without adequate response for a period of sixty (60) days after initial request, all applicable Non-Accepted Items shall be deemed abandoned to Rites and the Seller shall have no further right or claim as to any such Non-Accepted Items or any proceeds thereof.
2.7. Once the pricing of the Accepted Item has been confirmed over email, if the seller decides they would like the Item returned then extraction costs are applicable at £8 per item, or £15 per item if still within the initial holding period ("Initial Holding Period").
3. FAKE, COUNTERFEIT AND STOLEN PRESENTED ITEMS.
4. USING THE CONSIGNMENT SERVICES
4.1. Following acceptance of an Accepted Item, Rites will make the item available in the Store and at Rites' discretion display the item on the Rites Website, stating whether the Accepted Item is available for rental and purchase or for rental only, or sale only. The Seller hereby grants to Rites the right to illustrate and photograph any Presented Item, and to use such photographs, illustrations or images therefrom for such purposes as Rites sees fit.
4.2. You acknowledge and agree that Rites shall have the right to make minor amendments and repairs to any Accepted Items, such as the replacement of buttons, repair or hooks and eye and hem repairs. These will be carried out by a trained professional and will be at the cost of the Seller.
4.3. The listing of any Inventory Item on the Rites Website or any third party marketplaces shall be and shall at all times remain at the sole discretion of Rites. Rites shall in its sole discretion decide whether or not to list any Inventory Item and shall be entitled at any time and for any reason to withdraw any such listing including where, in the sole judgment of Rites, the relevant Inventory Item no longer satisfies Rites inventory policy.
4.4. Initial listing Prices are provided to the Seller for agreement. While Rites representatives are on hand to offer guidance as to a suggested rental and sale price, ultimately the final decision on the setting and/or acceptance of the starting rental or starting sale price for any Accepted Item will be the sole discretion of the Seller.
4.5. The Seller acknowledges that Rites will designate the product category for any marketing or sales efforts in Rites sole and absolute discretion.
4.6. The Seller agrees that Rites shall have the right to make use of all Inventory Items (including images thereof) for the purposes of or in connection with internal and external communications and marketing, such as press releases, media events and publications and photo shoots and hereby consents to Rites doing so. For the avoidance of doubt, any and all intellectual property comprised in any such images, press releases and communications shall reside with Rites and the Seller shall have no rights in relation thereto. Sellers will not be reimbursed for the use of inventory items in relation to press, marketing or external events including photo shoots and press loans.
4.7. The selling price ("Selling Price") is the rental and sale price agreed with the Seller. This does not include any delivery charges or service fees and it is at Rites sole discretion to add any extra charges to the selling price paid by the customer.
4.7. The purchase price (“Purchase Price”) for the Inventory Items will be the selling price plus any extra fees in connection with the purchase of the seller's Inventory Items. The Purchase Price is as listed on the Rites Website at the time of purchase. Rites reserves the right to alter the Purchase Price or availability of any particular Inventory Item at its discretion and without notice.
4.8. In order to market and promote the sale of each item of Inventory Item, We may in our sole discretion apply a 20% discount to each Inventory Item after 30 days of using the Service. This will affect the Selling Price and subsequently the payment you receive. This will be actioned unless We have otherwise agreed in writing that such a discount is not permitted, or if We have agreed that a discount is permitted only with Your prior written consent.
4.9. If the item has still not sold with a 20% discount after 60 days, we will contact you to request your approval to reduce the price by another 20%. Again this will affect the Selling Price and subsequently the payment You receive. The item will be merchandised in our sale category.
5. WITHDRAWAL OF LISTING
5.1. In circumstances where, at any time, Rites determines that an Accepted Item is unlikely to generate sufficient further interest for rental or sale in the Store or on the Website or otherwise decides to withdraw the relevant Inventory Item from sale or rental, Rites will notify the Seller of such withdrawal (a “Withdrawal Notice”). On receipt of that notification, the Seller shall have the option, by notice to Rites:
5.1.1. to have the relevant Inventory Item returned at a return fee of £8 per item plus shipping expenses (at the Seller’s expense); or
5.1.2. to authorise and instruct Rites to dispose of the relevant Inventory Item or donate it to a charity chosen by Rites.
5.1.3. If the Vendor does not notify Rites of either of the options set out above within 15 business days of the Withdrawal Notice, Rites shall donate the relevant Inventory Item to a charity chosen by Rites.
5.2. If the Seller wants an item returned, we will return the Accepted Item to the seller and any charges will be deducted from the Seller's pending Commission (if available). If the Seller does not have enough pending Commission available to cover the Costs, we will not return the item to the Seller unless and until the Seller has paid for the costs of return prior to shipment.
6. INITIAL HOLDING PERIOD; RETURN OF PRESENTED ITEMS
6.1. The Seller may request the return of any Presented Item at any time, with return shipping fees to be at Seller’s sole expense and all risk of loss in transit to be borne by Seller; provided, however, that during the first 60 days from the date a Presented Item is received by Rites (the “Initial Holding Period”) any such request will also incur a fee of £15 (including standard rate shipping) per item returned (the “Early Termination Fee”), to cover Rites costs of making the item available for sale including but not limited to transporting, photographing, storing, cataloguing the applicable Presented Item, other than for Non-Accepted Items.
6.2. Rites shall remove any listing of any returned Presented Item from the Rites Services within a reasonable time period.
7. COMMISSIONS AND PAYMENT
7.1. Upon the successful sale of any Presented Item by Rites through the Rites Services, the Seller will receive from Rites a commission payment (the “Sales Commission”) in either:
7.1.1 an amount equal to 50% of the net selling price (for items over £300) of the relevant Accepted Item to the Seller's designated UK bank account.
7.1.1 an amount equal to 40% of the net selling price for (for items under £300) the relevant Accepted Item to the Seller's designated UK bank account.
7.1.2 an amount equal to 60% of the net selling price for the relevant Accepted Item, as store credit.
7.2. The payment of the Sales Commission shall be Vendor’s sole compensation under these Terms and Conditions in relation to the sale of any Presented Item. The Sales Commission shall reflect all applicable promotions and/or other discounts applied directly to or associated with a sold Accepted Item.
7.3. Sales Commission payments will be made to the bank account stipulated by the Vendor on the 15th of every month for items sold in the previous calendar month. For example, payments processed on January 15th would cover the sales made in December. If the 15th falls on a weekend or a public holiday in the United Kingdom, payments will be processed the following business day.
7.4. Upon the successful rental of any Accepted Item by Rites, the Seller will receive from Rites a commission payment in an amount equal to 40% of the net rental fee for the relevant Accepted Item, excluding any cleaning/repair surcharge included in the rental fee and any delivery charges (the “Rental Commission”), The Consignment Inventory Schedule will set out the net rental fee for each Accepted Item.
7.5. The payment of the Rental Commission to the bank account stipulated by the Seller shall be Seller’s sole compensation under these Terms and Conditions in relation to the rental of any Presented Item. The Rental Commission shall reflect all applicable promotions and/or other discounts applied directly to or associated with a rented Presented Item.
7.6. Rental Commission payments will be made to the bank account stipulated by the Seller on the 15th of every month for items sold in the previous calendar month. For example, payments processed on January 15th would cover the sales made in December. If the 15th falls on a weekend or a public holiday in the United Kingdom, payments will be processed the following business day.
Title to Inventory Items
7.7. Title to and ownership in each Presented Item will remain with the Seller until such Presented Item is:
17.11.1. sold by Rites;
17.11.4. transferred to Rites pursuant to paragraph 5.1.2;
17.11.5. deemed to be a Non-Accepted Item and the Vendor has not requested that it be returned to the Vendor;
7.8. The Seller represents and warrants that:
7.8.1. the Vendor is the sole legal owner of each Presented Item; and
7.8.2. the Seller obtained each Presented Item in a legal manner with clear title. The Seller warrants and represents that any description of any Presented Item provided by Seller to Rites is true, and accurate and not misleading (including by omission) and no defects have been discovered in the item(s) that the Seller has not disclosed.
7.9. The Seller further warrants that:
7.9.1. no Presented Item infringes upon or violates any trademark, copyright, or other proprietary right of any third party, any applicable law or regulation;
7.9.2. all Presented Items deposited with Rites are authentic; and
7.9.3. the Seller has not made any misrepresentations with respect to the authenticity of any Presented Item.
7.10. In the event that any Presented Item or description tendered by the Seller to Rites is deemed to be disingenuous by the trademark holder of the good, the Seller shall assume all liability with respect to the disingenuous and infringing good(s). Furthermore, the Seller hereby agrees to release, hold harmless, defend, and indemnify Rites and its officers, directors, shareholders, agents, and employees from any and all liability, including legal fees and costs, with respect to any claims that may arise out of RItes’s display, transport or sale of any Presented Item for any reason whatsoever, including but not limited to civil or criminal suits over authenticity, legality, ownership, infringement of copyright or trademark, or any other claim or litigation.
7.11. The Seller further represents and warrants that no rights of any third parties or trademark holders will be violated by the Seller’s agreement to these Terms and Conditions.
8. RITES' LIABILITY
8.1. Any Inventory items sent to us or that we have collected from you are on a consignment basis, that means you are responsible for all risk of loss or damage to the Items.
8.2. You acknowledge and agree that you sell or lend products entirely at your own risk. Rites does not endorse or guarantee any product or User as part of the Services or make any assertions as to their trustworthiness. Rites does not accept any liability for a party’s performance throughout the course of a Service. As we not the Seller or Lender of the products, we have no control over the products and therefore do not give any commitment relating to the existence, quality, safety, genuineness or legality of a product and we hereby exclude any and all conditions, warranties, or representations both implicit or explicit relating to quality, merchantability, durability, fitness for purpose, and those arising by statute.
8.2. We expressly exclude any and all conditions, warranties or representations both implicit or explicit and liability relating to or arising from the truth or accuracy of a Listing or any aspect thereof or any other Content made available by Users, the ability of Sellers to sell or lend a product, the ability of a Buyer or Renter to pay for the product or to pay the Rental Price or that any party will actually complete the Service or send or return a product.
8.3. You decide whether to proceed with the Service and Rites shall not be liable for any delays in the delivery of a product, return of a product or any loss or damage to a product should the delivery information, address or location provided by a Member be unsecure or unsuitable.
8.4. We are responsible to you for foreseeable loss and damage caused by us: If we fail to comply with these Terms, we are responsible for loss or damage you suffer that is a foreseeable result of us failing to comply with these Terms or our failing to use reasonable care and skill whilst providing the Rites Services, but we are not responsible for any loss or damage that is not foreseeable. Loss or damage is foreseeable if it is either obvious that it will happen, or, if at the time the Service was entered into, both Rites and you knew that it might happen, for example, if you discussed it with us prior to entering into the Service.
8.5. We do not exclude or limit in any way our liability to you where it would be unlawful to do so: This includes liability for death or personal injury caused by our negligence or the negligence of our employees, agents or subcontractors or for fraud or fraudulent misrepresentation. To the maximum extent permitted by the law, our total responsibility for any claims relating to the Service is limited to the Service Fee payable in connection with the Service.
8.6. For any other claims arising out of the provision of the Rites Services (including without limitation any dispute between Members in relation to any Inventory you access via the Rites Services), we do not accept any responsibility whatsoever (whether arising in contract, tort otherwise), except where, as mentioned above, we cannot disclaim, exclude or limit responsibility by law (such as death and/or personal injury caused by our negligence).
8.7. We are not liable for business losses, indirect losses and/or financial and business loss, or loss of goodwill or reputation. We only provide the Rites Service for domestic and private use. If you use the products for any commercial, business or re-sale purpose, we will have no liability to you for any loss of profit, loss of business, business interruption, or loss of business opportunity.
Use of Rites Services and Website
8.8. As a Seller you agree to defend, indemnify, and hold harmless the Rites Parties (as defined below) from and against any claims, actions, or demands, including, without limitation, reasonable legal and accounting fees, arising or resulting from: (i) your breach of these Terms and Conditions; (ii) your misuse of the Rites Website and/or the Services; and (iii) your violation of any third-party right, including without limitation any copyright, trademark, property, or privacy right.
8.9. You will not use the Rites Website and/or the Services to find a Customer and then complete the transaction offline in order to circumvent paying Rites for the use of the Rites Services.
8.10. Other than listing, selling and making available for rent or sale Inventory Items in accordance with these Terms and Conditions, you will not use the Rites Services to engage in any commercial activities, including, without limitation, raising money; advertising or promoting a product, service, or company; or engaging in any pyramid or other multi-tiered marketing scheme.
NONE OF RITES, ITS AFFILIATES, SUBSIDIARIES, OR ITS OR THEIR OFFICERS, DIRECTORS, EMPLOYEES OR AGENTS (COLLECTIVELY THE “RITES PARTIES”) ENDORSE OR RECOMMEND ANY INVENTORY ITEMS, VENDORS OR CUSTOMERS.
NONE OF THE RITES PARTIES HAS ANY RESPONSIBILITY OR LIABILITY WITH RESPECT TO ANY GOOD(S) YOU RENT THROUGH THE WEBSITE OR SERVICES OR ANY RESULTS CAUSED BY USING SUCH GOOD(S), INCLUDING WITHOUT LIMITATION, ANY DEATH, OR BODILY INJURY YOU MAY SUFFER.
THE RITES SERVICES, AND THE CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTIES OF ANY KIND, SAVE AS EXPRESSLY SET OUT IN THESE TERMS AND CONDITIONS. WE DISCLAIM ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE WARRANTY OF TITLE, MERCHANTABILITY, NON-INFRINGEMENT OF THIRD PARTIES’ RIGHTS, AND FITNESS FOR PARTICULAR PURPOSE, AND ANY WARRANTIES ARISING FROM A COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE.
IN CONNECTION WITH ANY WARRANTY, CONTRACT, OR COMMON LAW CLAIMS: (I) NONE OF THE RITES PARTIES SHALL BE LIABLE FOR ANY INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, OR DAMAGES
10. TERMINATION OF THESE TERMS AND CONDITIONS
10.1. We reserve the right, in our sole discretion, to restrict, suspend, or terminate these Terms and Conditions and your access to all or any part of the Website, and/or the Services, at any time and for any reason without prior notice or liability.
10.2. We reserve the right to change, suspend, or discontinue all or any part of the Website and/or the Services at any time without prior notice or liability.
11.1. These Terms and Conditions are governed by the laws of England and Wales.
11.2. Our failure to act on or enforce any provision of these Terms and Conditions shall not be construed as a waiver of that provision or any other provision in these Terms and Conditions. No waiver shall be effective against us unless made in writing, and no such waiver shall be construed as a waiver in any other or subsequent instance. Except as expressly agreed by us and you in writing, these Terms and Conditions constitute the entire agreement between you and us with respect to the subject matter, and supersedes all previous or contemporaneous agreements, whether written or oral, between the parties with respect to the subject matter. The section headings are provided merely for convenience and shall not be given any legal import. These Terms and Conditions will inure to the benefit of our successors, assigns, licencees, and sublicensees.
11.3. Company Information. © 2022 RITES COLLECTIVE LTD. All rights reserved. Registered address: Studio 35, 105 Wilton Way, London, United Kingdom, E8 1BH.
Copyright 2022 Rites Collective Ltd. All rights reserved.