These terms and conditions create a contract between you and AllTheBagz (the "Agreement"). Please read this Agreement carefully. To confirm your understanding and acceptance of the Agreement, click "Agree" or sign the Agreement. You must agree to this Agreement if you wish to consign goods through AllTheBagz.
AllTheBagz's Terms of Service located at: https://allthebagz.com/pages/terms-and-conditions, are also included in this Agreement and apply to your and AllTheBagz’s activities under this Agreement.
ONCE YOU AGREE TO THIS AGREEMENT, IT WILL REMAIN IN EFFECT UNTIL YOU OR ALLTHEBAGZ TERMINATES IT.
AllTheBagz markets and sells luxury designer items, scarves, handbags, and other accessories.
You would like AllTheBagz to sell the items that you have sent to us or that we have collected from you (collectively, the "Property") on a consignment basis. This means that you, not AllTheBagz, will still own the Property, even after you transfer physical possession of the Property to AllTheBagz. After AllTheBagz receives or picks up Property from you, AllTheBagz will send you an email confirming the items of Property received. Once the items have been evaluated, inspected, and authenticated by AllTheBagz authentication team, you will be able to see your items available in the upcoming Auctions Page. The products will be auctioned the following week and sold for an amount equal or greater than the Reserve Price, as specified by you in the Sell/Consign Page. Please note that if you have not specified a Reserve Price, your item will sell to the highest bidder, regardless of its final price. Shall the winner of the auction fail to pay for the item within the a 3 day time frame, your item will be placed on auction again the next week.
Delievery Of Property; Risk Of Loss, Insurance
AllTheBagz accepts the Property from you on a consignment basis only. You are responsible for all risk of loss or damage to the Property until AllTheBagz takes physical possession of it; however, if you use AllTheBagz's approved, pre-paid shipping label and approved method of shipment to ship your Property, AllTheBagz will assume the risk of loss or damage to the Property upon shipment. A "Shipment" means items of Property that are shipped together under one AllTheBagz approved, pre-paid shipping label.
If an item of Property is damaged, stolen, or lost while in AllTheBagz's possession, it will be treated as sold and AllTheBagz will pay you a Commission (defined in the Commission Structure Page) on that item. The Commission will be based on the damaged, stolen, or lost item’s estimated market value, which will be determined solely by AllTheBagz. This remedy shall constitute your sole remedy and entire recourse against AllTheBagz for Property that is damaged, stolen, or lost and is in lieu of any other remedy otherwise available as a matter of law or equity.
Property Acceptance Conditions
Upon receipt, AllTheBagz will evaluate each item of Property to determine, in its sole discretion, its authenticity and quality.
AllTheBagz only Accepts Property for consignment : (a) that AllTheBagz determines in its sole discretion to be above $1,000 in market value and above the Reserve Price you specified in the Sell/Consign Page; (b) that is similar to the designers and types of items that AllTheBagz sells at the time of evaluation; (c) that AllTheBagz determines in its sole discretion to be authentic; and (d) for which the representations and warranties you make in the "Your Representations, Warranties, and Indemnification" section below are true.
Property that does not meet the above requirements will not be accepted and will be either (1) returned to you at your expense
Unauthenticated, Counterfeit Or Stolen Items
You are responsible for ensuring the authenticity of all Property you provide to us. If AllTheBagz cannot confirm the authenticity of any item of Property you have provided, it shall have the right in its sole discretion to refuse to accept the item. If AllTheBagz determines at any time that an item of Property is counterfeit, AllTheBagz shall notify you that it has made such a determination and you will have an opportunity to provide proof of purchase/other proof of authenticity acceptable to AllTheBagz. You acknowledge and agree that any item AllTheBagz finally determines to be counterfeit will not be returned to you and will be destroyed.
You acknowledge and understand that AllTheBagz is subject to laws and regulations relating to claims that consigned items are counterfeit, have been stolen, or otherwise violate applicable law. AllTheBagz takes such reports seriously and will cooperate with law enforcement in all investigations.
Consignment Period And Return Of Property
The "Consignment Period" for each item of Property begins on the date AllTheBagz Accepts the item. If your item is not paid for at a price above your reserve price after 30 days of the start of the Consignment Period, you may request in writing that AllTheBagz return the item, so long as the item has not already been Sold. Once AllTheBagz receives your Return Request, it will use commercially reasonable efforts to remove the item from AllTheBagz.com (the "Site") before it is sold. It is your responsibility to ensure that AllTheBagz has your most current contact information and mailing address.
(a) Items won by auction winners who fail to pay will be auctioned again in the next available future auction. If your item is not paid for at a price above your reserve price after 30 days of the start of the Consignment Period, you may request in writing that AllTheBagz return the item, at AlltheBagz's expense.
Efforts To Sell; Price
So long as you comply with this Agreement, AllTheBagz will display on the Site and will make commercially reasonable efforts to sell the Property.
Title TO Property
You will continue to own and have title to each item of Property until that item is "Sold". An item will be considered Sold when:
(a) it is sold and paid for by AllTheBagz to a customer and not returned to AllTheBagz within the period specified in AllTheBagz's then-current Return Policy (see https://allthebagz.com/pages/returns); or
(b) it is lost, stolen, damaged, or destroyed while in AllTheBagz's possession.
Commissions And Payment
(a) AllTheBagz refers to the Commission Structure Page to calculate commission payments.
(b) Calculation of Commissions. AllTheBagz will pay you a Commission on each item of Property that is Sold. The Commission shall be equal to the item’s Net Selling Price multiplied by the applicable Commission Rate. The Commissions you receive for Sales of your Property are the sole compensation you will receive under this Agreement.
(g) Payments. AllTheBagz typically begins processing Commission payments on the Sunday following the auction that ended the previous Sunday. For example, payments processed on Sunday January 15 would cover the successful sales from the January 1 to January 8 auction. Payments will be made to you by direct deposit, PayPal, or if you elect another payment method acceptable to AllTheBagz, by such payment method.
The timing of processing and delivering Commission payments will vary by the payment method you select but will typically take at least two business days.
Payment processing services for consignors on AllTheBagz are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a consignor on AllTheBagz, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of AllTheBagz enabling payment processing services through Stripe, you agree to provide AllTheBagz accurate and complete information about you and your business, and you authorize AllTheBagz to share it and transaction information related to your use of the payment processing services provided by Stripe.
(h) Disputes. If there is a dispute between you and AllTheBagz, AllTheBagz shall have no obligation to pay any Commissions or other amounts due to you, including without limitation, amounts unrelated to the dispute, unless and until the dispute is resolved. AllTheBagz may withhold any Commissions due to you (including any due for Sold items of Property not subject to the dispute) in full or partial satisfaction of any amounts you owe to AllTheBagz.
You and AllTheBagz may each terminate this Agreement in writing at any time, for any reason. Termination will be effective on the date of such notice and the costs listed under "Consignment Period and Return of Property" at Section 5, will apply.
You may not assign this Agreement or any interest you have in it without AllTheBagz's prior written consent. Any prohibited assignment is null and void.
Disclaimer Of Warranties; Limitation Of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE THAT:
YOUR USE OF ALLTHEBAGZ'S SERVICES IS AT YOUR SOLE RISK. ALLTHEBAGZ'S CONSIGNMENT AND OTHER SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ALLTHEBAGZ EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NONINFRINGEMENT. ALLTHEBAGZ MAKES NO WARRANTY THAT (A) ALLTHEBAGZ’S SERVICES WILL MEET YOUR REQUIREMENTS OR (B) ALLTHEBAGZ’S SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, THAT YOU OBTAIN FROM ALLTHEBAGZ OR THROUGH OR FROM THE SITE OR ALLTHEBAGZ’S SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
ALLTHEBAGZ AND ITS SUBSIDIARIES, AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, PARTNERS, AND LICENSORS SHALL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES OR FOR DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, DATA, OR FOR OTHER INTANGIBLE LOSSES (EVEN IF ALLTHEBAGZ HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES) RESULTING FROM: (A) THE USE OR THE INABILITY TO USE ALLTHEBAGZ’S SERVICES OR THE SITE; (B) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (C) THE ACTIVITIES CONTEMPLATED BY THIS AGREEMENT; OR (D) ANY OTHER MATTER RELATING TO ALLTHEBAGZ’S SERVICES OR THIS AGREEMENT.
IN NO EVENT WILL ALLTHEBAGZ'S LIABILITY UNDER THIS AGREEMENT EXCEED THE AMOUNT IT HAS ACTUALLY RECEIVED AS A RESULT OF SELLING YOUR PROPERTY HEREUNDER.
THE FOREGOING DISCLAIMERS AND LIMITATIONS ARE A FUNDAMENTAL PART OF THE BASIS OF ALLTHEBAGZ'S BUSINESS, AND ALLTHEBAGZ WOULD NOT ENTER INTO THIS AGREEMENT WITHOUT SUCH DISCLAIMERS AND LIMITATIONS.
PLEASE SEEK THE ADVICE OF APPROPRIATE PROFESSIONALS REGARDING THE TERMS OF THIS AGREEMENT AND THE EVALUATION OF ANY SPECIFIC OPINION, ADVICE, PRODUCT, SERVICE, OR OTHER CONTENT.
Your Representations, Warranties, And Indemnification
You hereby represent and warrant that (a) you have good and marketable title to each item of Property and have the right to consign and sell the Property; (b) none of the Property is subject to any liens or other encumbrances; (c) the Property does not include counterfeit goods; and (d) the Property does not infringe upon, misappropriate, or violate any trademark, copyright, or other intellectual property or other proprietary right of any third party, any state or federal law, or any administrative regulation.
You hereby indemnify and hold AllTheBagz harmless from all damages, suits, litigation, awards, and costs, including but not limited to, reasonable attorneys’ fees and costs, incurred by AllTheBagz as a result of or arising in any way out of AllTheBagz's display or sale of the Property, including but not limited to, civil or criminal suits over authenticity or ownership of Property, legality of sales, or copyright or trademark infringement. You expressly consent to jurisdiction of a federal or state court located in the County of New York, Borough of Manhattan with respect to any matter arising under this Section 12.
This Agreement, or the breach thereof, and all claims of any kind relating to or arising out of this Agreement and the relationship between you and AllTheBagz, whether tort, contract, or statutory, shall be governed by the laws of New York, without regard to its conflicts of laws principles.
Amendments TO this Agreement
AllTheBagz may update or change any of the terms and conditions of this Agreement at any time in its sole discretion upon 14 days’ notice, including as set forth above in "Commissions and Payment" at Section 8 above, and by notifying you in accordance with "Notices" at Section 19, below.
Revised terms will not apply to Property already Accepted for consignment prior to the effective date of those revised terms.
You shall be bound by all revised terms on the effective date, including any changes to the Commissions or Commission Rates, unless you terminate this Agreement before the effective date of the revised terms. If you do not agree to any revised terms, your sole recourse is to terminate this Agreement in accordance with "Termination" at Section 9 above before the effective date of the revised terms.
This Agreement sets forth the final, complete, and exclusive agreement between you and AllTheBagz regarding the subject matter hereof, and terminates and supersedes all prior understandings or agreements on such subject matter. Except as set forth in "Commissions and Payment" at Section 8 and "Amendments to this Agreement" at Section 13 above, this Agreement may be modified only by a writing signed by you and AllTheBagz.
No Implied Waiver
Any failure by you or AllTheBagz to enforce any provision of this Agreement shall not constitute a waiver of such provision or of any other provision of this Agreement.
If any term of this Agreement is found by any court to be void or otherwise unenforceable, the remainder of this Agreement shall remain valid and enforceable as though such term were absent upon the date of the execution of this Agreement.
Survival Of Terms After Agreement Ends
Notwithstanding any other provision of this Agreement, any provision of this Agreement that imposes or contemplates continuing obligations on you or AllTheBagz will survive the termination of this Agreement.
Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.
If you have any questions or comments about this Agreement, the Site or AllTheBagz’s services or wish to terminate this Agreement, please contact AllTheBagz by email at firstname.lastname@example.org.
You also may write to AllTheBagz at:
Attn: Legal Department
106 Central Park South
New York, NY 10019
AllTheBagz shall provide all notices to you at the email address or physical address that you have provided to AllTheBagz. You are solely responsible for keeping that information current with AllTheBagz.
You hereby agree that all agreements, notices, disclosures, and other communications that AllTheBagz provides electronically to you satisfy any legal requirement that such communications be in writing.
(a) Informal Dispute Resolution. Except for any controversy or claim relating to or arising from your representations, warranties, and indemnity obligations set forth in "Your Representations, Warranties and Indemnification" at Section 12 above, you and AllTheBagz agree that, with respect to any matters, disputes, or claims between you and AllTheBagz arising from or related to this Agreement or your relationship with AllTheBagz, you and AllTheBagz shall negotiate in good faith to informally resolve the problem or dispute. If the problem or dispute is not resolved satisfactorily within 60 days after you or AllTheBagz receives notice from the other party in accordance with "Notices" at Section 19 above, you or AllTheBagz can submit the dispute to binding arbitration in accordance with the arbitration provisions below.
(b) Arbitration. Except for any controversy or claim (i) relating to your obligation to indemnify AllTheBagz, set forth in "Your Representations, Warranties and Indemnification" at Section 12 above or (ii) properly filed and pursued in small claims court on an individual basis, any claim, dispute, or controversy between you and AllTheBagz arising from or relating to this Agreement or the relationships which result from this Agreement that remains unresolved after you and AllTheBagz attempt to resolve them informally shall be resolved by binding arbitration brought on an individual basis as a "Common Claim" before the National Arbitration Forum (NAF) pursuant to the Code of Procedure then in effect (or such other arbitration provider as is mutually agreeable to you and AllTheBagz) in a manner consistent with the terms in this Agreement. You and AllTheBagz shall submit all available documents that support all claims, counterclaims, or defenses at the time of submission of the initial claim or response thereto. Formal discovery will only be permitted upon a showing of good cause and subject to the arbitrator’s approval. In the event the arbitrator requires an in-person proceeding, you agree that such proceeding shall take place in the County of New York, Borough of Manhattan. You and AllTheBagz shall each pay our own arbitration and hearing fees, costs, and expenses, including but not limited, to fees, costs, and expenses for attorneys, experts, discovery, and witnesses (as applicable). The arbitration shall be conducted by a single arbitrator. The arbitration may be held by telephone or by written submissions if you and AllTheBagz so elect. The arbitrator shall issue a written award. Any award of the arbitrator may be entered as a judgment in any court having jurisdiction. Information may be obtained at www.adrforum.com and claims may be filed electronically at email@example.com. After an arbitration is commenced, if the initiating party (the "Claimant") makes a written offer of settlement that is rejected by the other party ("Respondent"), and Claimant is the prevailing party in arbitration and recovers an amount equal to or greater than Claimant’s offer of settlement, Claimant shall recover his, her, or its reasonable attorneys’ fees and expenses incurred in investigating, preparing for, and pursuing the claim in arbitration up to $25,000. After an arbitration is commenced, if Respondent makes a written offer of settlement that is rejected by Claimant, and Claimant either does not prevail in arbitration or does not recover more in the arbitration than Respondent’s offer of settlement (exclusive of attorneys’ fees or costs awarded to Claimant by the arbitrator), then Respondent shall recover his, her, or its reasonable attorneys’ fees and expenses incurred in investigating, preparing for, and defending the claim in arbitration up to $25,000. This agreement shall be governed by and interpreted under the Federal Arbitration Act, 9 U.S.C. Sections 1-16.
(c) Exceptions. This agreement to arbitrate does not apply to claims filed on an individual basis in small claims court properly within that court’s jurisdiction and proceeding on an individual (non-class) basis. You and AllTheBagz expressly agree that arbitration shall proceed solely on an individual basis without the right for any claims to be arbitrated on a class-action basis or on bases involving claims brought in a purported representative capacity on behalf of others. The arbitrator’s authority to resolve and make written awards is limited to claims between you and AllTheBagz. Claims may not be joined or consolidated unless agreed to in writing by all parties. No arbitration award or decision will have any preclusive effect as to issues or claims in any dispute with anyone who is not a named party to the arbitration. Notwithstanding any other provision in this Agreement, if any portion of this "Exceptions" provision is deemed invalid or unenforceable, then the entire Arbitration Provision (other than this sentence) shall not apply.
(d) Voluntary and Knowing Waiver.
BY ENTERING INTO THIS ARBITRATION AGREEMENT, YOU ACKNOWLEDGE AND AGREE THAT YOU ARE WAIVING THE RIGHT TO TRIAL BY JURY FOR ANY CLAIM SUBJECT TO ARBITRATION. YOU FURTHER ACKNOWLEDGE AND AGREE THAT YOU MAY ONLY BRING A CLAIM IN YOUR INDIVIDUAL CAPACITY, AND NOT IN ANY REPRESENTATIVE CAPACITY. OTHER RIGHTS THAT YOU WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST.