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Seller Terms
Agreement
This Permanent Resident Ltd. Agreement (this “Agreement”) shall govern and apply in all respects to the specific furniture items identified in the “Sell With Us” Page of the Site (defined below) (each, an “Item”) by the individual or entity that provides each such Item (the “Seller” or “you”) to Permanent Resident Ltd. (“Permanent Resident” or “we”). Permanent Resident and the Seller are individually referred to herein as a “Party” and, collectively, as the “Parties.”
This Agreement may be executed by your selecting the checkbox. By selecting the checkbox, you are signing this Agreement electronically. You agree your electronic signature is the legal equivalent of your manual signature on this Agreement. By selecting the checkbox you consent to be legally bound by this Agreement’s terms and conditions. You further agree that your use of a key pad, mouse or other device to select an item, button, icon or similar act/action, or to otherwise provide Permanent Resident instructions via the Site, or in accessing or making any transaction regarding any agreement, acknowledgement, consent terms, disclosures or conditions constitutes your signature (hereafter referred to as “E-Signature”), acceptance and agreement as if actually signed by you in writing. You also agree that no certification authority or other third party verification is necessary to validate your E-Signature and that the lack of such certification or third party verification will not in any way affect the enforceability of your E-Signature or any resulting contract between you and Permanent Resident.
Modifications to this Agreement
This Agreement may be revised at any time for any reason, and we may provide you notice of these changes by any reasonable means, including by posting the revised version of the Agreement on the Site. You can determine when we last updated this Agreement by referring to the “Last Updated” legend at the bottom of this Agreement. By Using the Site following the posting of changes to this Agreement, you accept such changes. You agree to Use the Site for lawful purposes only in a manner consistent with all applicable laws and regulations. Any Use of the Site in a manner inconsistent with this Agreement is deemed unauthorized in all respects and may subject the user to civil or criminal penalties. We strongly recommend that you periodically visit this page of the Site to review this Agreement.
Terms of Service
The Seller’s sale of Items through the Site requires the Seller to enter certain information and make certain selections in connection with this Agreement through the Site. The Seller’s use of the Site shall be governed by the Permanent Resident Terms of Service Agreement (“Terms of Service” or "TOS"), which are hereby incorporated into this Agreement. Each capitalized term used but not otherwise defined in this Agreement shall have the meaning ascribed to such term in the TOS. In the event of a conflict between this Agreement and provisions elsewhere in the TOS, this Agreement shall govern.
Revenue Sharing/Consignment
The Seller is entitled to retain revenue share ('Commission') of any amounts that Permanent Resident receives from any rental or sale of an Item by Permanent Resident to a third party. The Commission is determined differently depending on if the Item is considered Prewoned (sold as is) or Upcycled (requiring refurbishment work carried out by Permanent Resident in order to become sellable). In the case of Preowned items, the Commission is paid on the final sale price. In the case of Upcycled items, the commission is paid on the profit made on the final sale price of the item. Both Prewoned and Upcycled Items are also potentially subject to the Rental Program. Rental Program Commission is paid on the profit made on the rental price of the item. The rates used to calculate the Commission the Seller receives is found on the Seller FAQs page.
The Seller shall have no right to adjust the Commission after the submission is completed on the Site. The Commission will be based only on the proceeds Permanent Resident gets from Item rental and/or sales. It does not include any amounts received by Permanent Resident for the sale or provision of other items or services, such as insurance for an Item or the sale of furniture repair services in connection with an Item.
Once sold, Permanent Resident shall have no obligation to any Seller Commission sooner than thirty (30) days after the applicable payment is received by Permanent Resident from the end customer. For the avoidance of doubt, in no event shall Permanent Resident be obligated to pay any Payment Retention to the Seller unless and until Permanent Resident actually receives the rental or sale proceeds for that particular Item. Permanent Resident makes no representation, warranty, covenant promise of guaranty that an item will be rented or sold by Permanent Resident to a third party and/or that the seller will necessarily receive andy moines in connection with an item.
Permanent Resident will pay the Seller any amounts due the Seller under this Agreement by bank transfer or FTP, or any other reasonable method that Permanent Resident selects in its sole discretion. It is the Seller’s responsibility to provide Permanent Resident with any necessary information and to comply with any requirements of such method of payment. Any Sellers banking outside Hong Kong will be charged approximately HK$250 to cover our associated transfer fees. We do not reimburse any additional charges Sellers may incur from their respective bank. Permanent Resident has the right, in its sole discretion, to determine the price for the rental or sale of the Item, and to change that price at any time. Permanent Resident may, if it so chooses, set the Item rental or sale price at zero dollars ($0.00). This does not guarantee the sale of an item.
The Seller shall have the right to receive Commission in connection with an Item only until the first anniversary of the date on which the rental or sale proceeds have been received by Permanent Resident and the Seller Retention is made available to the Seller as set forth on the Site. Permanent Resident shall have no obligation to pay Seller any amount after this date.
Permanent Resident will pay all applicable sales, use, or other similar taxes in connection with the rental or sale of an Item to any third party. Permanent Resident will have no responsibility for paying any sales, use, income or other taxes in connection with any amounts paid by Permanent Resident to the Seller.
Ownership
Once the Pickup of an Item has been completed, Permanent Resident will be considered the owner of the item, and title to the item will be vested in Permanent Resident. The Seller shall have no further right, title or interest in the Item, including the right to reverse the transfer and get the item back from Permanent Resident.
Other than making the payment to the Seller described Revenue/Cost Sharing above, Permanent Resident shall have no liability whatsoever to the Seller in connection with any Item. Permanent Resident will also have no liability to any third party in connection with an Item if that liability relates to the time before Permanent Resident took possession and ownership of the Item. Any such liability shall remain solely with the Seller.
The Seller acknowledges and agrees that Permanent Resident has no obligation to rent or sell an Item, and Permanent Resident does so in its sole discretion. Seller further acknowledges and agrees that Permanent Resident has the right to dispose of an Item at any time and in whatever manner that Permanent Resident, in its sole discretion, so decides. The Seller does not have the right to take the Item back from Permanent Resident.
Permanent Resident will have the right in its sole discretion to determine how an Item should be transported, stored, repaired, refurbished or otherwise dealt with, and the Seller acknowledges that Permanent Resident will have no liability to Seller if as a result of Permanent Resident’s actions, an Item is damaged, destroyed or otherwise needs to be repaired or refurbished.
Permanent Resident will have the right to advertise, promote or market an Item in its sole discretion and in so doing may describe an Item in any manner it chooses to do so.
Item Pick Up
Permanent Resident shall pick up an Item purchased pursuant to this Agreement to the delivery location specified on the date specified.
- A pick up location must be within the service area set forth on the Site (the “Current Service Area”) as of the day this Agreement is executed. If a delivery location is outside the Current Service Area, this Agreement shall be voidable by Permanent Resident before such pick up by Permanent Resident providing written notice of the same to the Seller.
- The Seller may cancel or reschedule a Pick Up Appointment at any time prior to 5:00 PM local time 2 days prior to the scheduled Pick Up Appointment. For example, if the Seller schedules a Pick Up Appointment on a Thursday, in order to cancel that Pick Up Appointment, the Seller must notify Permanent Resident no later than 5:00 PM local time on Tuesday that the Pick Up Appointment.
- It is the Seller's responsibility to provide Permanent Resident with all material information relevant to the pick up of an Item, regardless of whether the questions on the Site specifically ask for that information. While Permanent Resident has done its best to ask for all of the information that is likely to be important about an item’s pick up, it is the Seller's responsibility to proactively, and in a timely, accurate and complete fashion, inform Permanent Resident of such information.
- The Seller or an Appointed Representative must be at the home on the Pick Up Appointment. It is the Seller's responsibility to provide Permanent Resident with accurate contact information for themselves or the Appointed Representative.
- If Pick Up Appointment is not completed because of something the Seller does or fails to do, the Seller will still be charged all Pick Up Fees in relation to the appointment. For example, if the Seller fails to cancel a Pick Up Appointment by 5:00 PM local time 2 days prior to the scheduled Pick Up Appointment, or if Permanent Resident is unable to pick up an Item because you did the Seller accurately describe the delivery location or include all necessary delivery details when arranging for the delivery of an Item (such as failing to indicate that there is no elevator in the building), Permanent Resident would have the right to charge the Seller all item-based Pick Up Fees. These Pick Up Fees include but are not limited to the original Pick Up Fee.
Representation
It is your responsibility to provide Permanent Resident with all material information relevant to the description of an Item, regardless of whether the questions on the Site specifically asks for that information. While Permanent Resident has done its best to ask for all of the information that is likely to be important about an item’s condition and details, and if any important information about the item is not specifically requested by the Site, it is your responsibility to proactively, and in a timely, accurate and complete fashion, inform Permanent Resident of that information. Inaccurate information can lead to the Seller's liability for Pick Up Fees associated with our otherwise free Pick Up Appointment.
Seller’s Representations, Warranties and Responsibilities
The Seller hereby covenants, represents and warrants to Permanent Resident the following:
(i) The Seller has the full right, power and authority to enter into this Agreement and to perform this Agreement in connection with each Item provided to Permanent Resident pursuant to this Agreement;
(ii) this Agreement is enforceable against Seller in accordance with its terms;
(iii) no claims, liens or actions exist or are threatened that would interfere with the Seller’s ability to fully perform under this Agreement and this Agreement is valid, legal and binding; and
(iv) this Agreement does not violate and is not otherwise limited by any other agreement to which the Seller is a party.
Permanent Resident’s Representations, Warranties and Responsibilities
Permanent hereby covenants, represents and warrants to the Seller the following:
(i) Permanent Resident has the full right, power and authority to enter into this Agreement and to perform this Agreement in connection with each Item provided to Permanent Resident pursuant to this Agreement;
(ii) this Agreement is enforceable against Permanent Resident in accordance with its terms;
(iii) no claims, liens or actions exist or are threatened that would interfere with Permanent Resident’s ability to fully perform under this Agreement and this Agreement is valid, legal and binding; and
(iv) this Agreement does not contravene and is not otherwise limited by any other agreement to which Permanent Resident is a party.
Other
Permanent Resident will not disclose the Seller’s identity in any such advertising, promotion or marketing of an item without the Seller’s prior written consent. Permanent Resident has the right to assign or delegate any of its rights and/or responsibilities under this Agreement to one or more affiliates and/or third parties.
The Seller is the owner, or the duly appointed agent of the owner, of each Item Seller transfers to Permanent Resident, and there are no liens, mortgages, security interests or other encumbrances affecting the Item in any way. If Permanent Resident requests proof of these facts, the Seller agrees it will promptly provide such proof. If the Seller fails to provide such proof promptly after it is requested by Permanent Resident, Permanent Resident may, at its sole option, declare this Agreement to be null and void, and of no further force or effect. In such instance, Permanent Resident may return the Item as-is with no additional liabilities or obligations whatsoever, including in regards to any damage to the Item or any need to replace the Item. If at any time, another party provides credible evidence that he, she, they, or it, and, not the Seller, was and should still be the owner of the Item, then, in addition to its indemnification obligations hereunder, the Seller shall be responsible for any and all costs and expenses involved in returning such Item to such third party (including any repair and/or refurbishment that Permanent Resident, in its sole discretion, determines is appropriate) or, if Permanent Resident so decides, replacing such Item for such third party.
While any pictures that Seller provides of an Item may be produced in such a manner as to present the Item in a flattering light, no picture of the Item that the Seller provides to Permanent Resident will have been edited or altered in anyway so as to obscure or alter the appearance of the Item or any part of the Item or to otherwise materially misrepresent the Item or its condition. If the item arrives and has not been accurately represented Permanent Resident retains the right to return the Item at the Seller's expense.
INDEMNITY AND WAIVER
At our request, you agree to compensate us fully and hold us, Permanent Resident (including its officers, directors, agents, affiliates, licensors, and suppliers), harmless from and against all liabilities, claims, expenses, damages and losses, including legal fees, arising from any breach of the Seller Terms and the Seller Terms by you. This includes the use of the Site by any other persons using your account caused by your action or inaction.
If you breach the Seller Terms and we take no action against you, there is no waiver for us to exercise our rights and remedies in any other situation where you breach the Seller Terms.
GOVERNING LAW AND JURISDICTION
This Agreement, together with all our policies and procedures and Terms of Service, are governed by and construed in accordance with Hong Kong SAR law. The relevant courts of Hong Kong SAR will have exclusive jurisdiction in the event of any dispute or claim associated with this Agreement.
Last Updated August 24, 2023.
