Terms and Conditions

 

1  About the service

1.1  FSB Marketplace (the “Service”) is provided jointly by The National Federation of Self Employed and Small Businesses Limited (“FSB”) and cloudBuy plc to enable persons being members of the FSB from time to time (“Members”) to trade goods and services with other businesses and the public.

1.2  Neither FSB nor cloudBuy plc have possession of anything listed or sold through FSB Marketplace, and is not involved in the Transaction between buyers and suppliers. The contract for the sale is directly between the buyer and supplier (“A Transaction”).

2  Who can use the service

2.1  Subject to clause 2.2, there are no restrictions on who may purchase goods or services using the Service (see also the “Buyer User Agreement” section).  Only current Full FSB Members and FSB Joint Member (Leaders) may use the Service to supply goods and services (see also the “Supplier User Agreement” section).

2.2  FSB and/or cloudBuy plc reserve the right to issue terms of use in relation to the Service, breach of which will entitle FSB and/or cloudBuy plc to revoke your access to the Service. Should FSB and/or cloudBuy plc issue such terms of use, these will be notified to you by email, using the email address provided by you.

3  Liability

3.1 FSB and cloudBuy plc have no control over and does not guarantee the existence, quality, safety or legality of goods or services advertised; the truth or accuracy of suppliers’ listings; the ability of suppliers to sell items; the ability of buyers to pay for items; or that a buyer or supplier will actually complete a Transaction.

3.2  Neither FSB nor cloudBuy plc (including their parent, subsidiaries, affiliates, directors, agents and employees) shall be liable to you in contract, tort (including negligence) or otherwise for any business losses, such as loss of data, profits, revenue, business, opportunity, goodwill, reputation or business interruption or for any losses which are not reasonably foreseeable by us arising, directly or indirectly from:

  • your use of or your inability to use the Services;
  • delays or disruptions in the Services;
  • viruses or other malicious software obtained by accessing, or linking to, the Services;
  • glitches, bugs, errors, or inaccuracies of any kind in the Services;
  • damage to your hardware device from the use of the Services;
  • the content, actions, or inactions of third parties, including items listed using the Services or the destruction of allegedly fake items; or
  • the removal of your rights as a Supplier, including but by no means limited to in accordance with clause 4.4.

3.3  You accept sole responsibility for the legality of your actions under laws applying to you and the legality of any items you list on any of our sites.

3.4  Although we aim to verify the accuracy and truth of the information provided by our users, user verification on the internet is difficult. Neither FSB nor cloudBuy confirm, nor are they responsible for ensuring, the accuracy or truthfulness of users' purported identities or the validity of the information which they provide to us or post on the FSB Marketplace.

3.5  Nothing in this User Agreement shall limit or exclude our liability for fraudulent misrepresentation, for death or personal injury resulting from our negligence or the negligence of our agents or employees or for any other liability that cannot be limited or excluded by law.

4  Supplier user agreement

4.1 This agreement is made between: National Federation of Self-Employed and Small Businesses Ltd (Federation of Small Businesses) Sir Frank Whittle Way, Blackpool Business Park, Blackpool FY4 2FE, registered in England with company number 1263540, (“FSB”); cloudBuy plc, 5 Jupiter House, Calleva Park, Aldermaston, RG7 8NN, registered in England with company number 3732253 (cloudBuy); and the individual identified in the Supplier Registration Process (“You” or “the Supplier”).

4.2 Your use of the Service and completion of the Supplier Registration Process signifies your acceptance of these terms and conditions and your agreement to be bound by them.  

4.3 You confirm that you are a Member and that the FSB membership number you have provided in registering for the Service belongs to you.

4.4 You accept that, in the event that you cease to be a Member, or change your type of membership so as to no longer be a Leader, you will no longer be able to use the Service to advertise or sell goods or services.  You will be permitted to process and complete the fulfilment of any orders which were placed before you cancelled or changed your membership, and will continue to be liable to pay any Transaction Fees incurred.

4.5 You accept that if you use another person’s FSB membership details to register for the Service, your registration may be terminated without notice and that in such an event you will no longer be able to use the Service to advertise or sell goods or services.

4.6 You warrant that you will not use the contact information of other users for any purpose other than in relation to a Transaction (including using the information to send marketing materials directly to Service users) unless the user has given explicit consent to receiving these materials.

4.7 By listing goods or services for sale using the Service, you warrant that:

 a) you are legally capable of entering into a Transaction in respect of such goods or services;

 b) you are legally entitled to sell the goods or services listed;

 c) the goods or services listed do not include any counterfeit items or otherwise infringe the copyright, trademark or other rights of third parties;

 d) you will deliver any goods, or provide services, sold by you unless you have a valid reason, for example the Buyer fails to comply with the terms posted in your listing, or you cannot contact the buyer; and

 e) you will adhere to the laws, rules and regulations governing online and distance selling and third party rights.

4.8 You agree not to use the Service to list goods or services for sale but complete sales independent of the Service in order to circumvent the obligation to pay transaction fees.

4.9 You agree that FSB and cloudBuy have the right to remove from your FSB Marketplace listing any illegal products or services, or those which are they consider offensive, without notice or compensation.

5 Supplier fees

5.1 In order to receive payments through FSB Marketplace, you are required to have an account in place to enable you to receive online card payments (“a Merchant Account”).

5.2 FSB Marketplace operates a pay as you earn fee model, which is based upon 4% of the actual “paid for” Transactions that pass through your business on the Marketplace (“the Transaction Fee”) – so you only pay for the goods and services you deliver.  These fees are non-refundable. For the avoidance of any doubt, the Transaction Fee may be changed from time to time by posting the changes on the FSB Marketplace website or as notified to you in writing.

5.3 The Transaction Fee will be debited from the valid and current debit or credit card you have registered with us during the Supplier Registration Process.

5.4 You are required to have a payment method on file when acting as a Supplier. If your payment method fails, or if your account is overdue, we may collect fees owed by charging other payment methods on our system and/or by instructing collection agencies and/or legal counsel.

6 Buyer user agreement

6.1 This agreement is made between: National Federation of Self-Employed and Small Businesses Ltd (Federation of Small Businesses) Sir Frank Whittle Way, Blackpool Business Park, Blackpool FY4 2FE, registered in England with company number 1263540 “FSB”; cloudBuy plc, 5 Jupiter House, Calleva Park, Aldermaston, RG7 8NN, registered in England with company number 3732253 (cloudBuy); and the buyer identified in the Buyer Registration Process (“You” or “the Buyer”).

6.2 Your use of the Service and completion of the Buyer Registration Process signifies your acceptance of these terms and conditions and your agreement to be bound by them.

6.3 By using the Service to place an order, or request a quote, for goods or services you warrant that you are legally capable of entering into any relevant contracts.

6.4 You agree that, if you use the Service to place an order, you are entering into a Transaction directly with the Supplier, and that neither FSB nor cloudBuy plc have any obligation to you in respect of:

 a) Fulfilment of your order;

 b) Complaints regarding your order; or

 c) Entitlement to a refund in the case of dissatisfaction, disagreement, non-fulfilment of order or for any other reason.

7  Privacy policy

7.1 FSB and cloudBuy plc are committed to protecting and respecting your privacy and maintaining the confidentiality, integrity and security of the information we hold about you.

7.2 As part of our compliance with the UK Data Protection Act 1998, this notification sets out the basis on which any personal data we collect from you, or that you provide to us, will be processed by us.

7.3 For the purpose of the Data Protection Act 1998 (the Act), the data controller is National Federation of Self-Employed and Small Businesses Ltd (”FSB”) Sir Frank Whittle Way, Blackpool Business Park, Blackpool FY4 2FE. CloudBuy plc is acting as a Data Processor on behalf of FSB.

7.4 We collect data from you that you provide by registering (as Buyer or as a Supplier) on the FSB Marketplace website, in the process of listing goods or services (as a Supplier) in the process of placing an order or requesting a quote (as a Buyer) or responding to an order or request for a quote (as a Supplier).

7.5 The data we collect is collected for a number of reasons as outlined below:

  • To create your user log on to the FSB Marketplace;
  • To enable you to purchase goods and services (if you register as a Buyer);
  • To enable you to list goods and services and sell those goods and services (if you register as a Supplier); and
  • To help improve our services.

7.6   Our website uses cookies to distinguish you from other users of our website. This helps us to provide you with a good experience when you browse our website and also allows us to improve our site.

8  Data we collect, store and use - Buyers

8.1 Personal data

When you register as a Buyer, we will collect and retain in FSB Marketplace the following information about you:

  • Name;
  • Address;
  • Telephone number; and
  • Email address.

If you are a member of the FSB and supply your Membership Number, we will also collect and retain that information.

This information will be used to allow a Supplier with whom you enter into a Transaction to contact you about your order, including despatching goods to you.

We will also use this information for statistical purposes to help us better understand how FSB Marketplace is being used.

FSB may use this information for marketing purposes, if you have agreed that we can do so.

8.2 Order data

When you enter into a Transaction, or enquire about entering into a Transaction, we will collect and retain in FSB Marketplace the following information about your order:

  • Details of the goods or services you have purchased, or enquired about, including the price charged or quoted;
  • Details of when you made your purchase or enquiry;
  • Details of any delivery instructions or other special requests; and
  • Details of any enquiry you make, and any response you receive.

This information will be used to allow both you and the Supplier to view details of your Transaction and for the Supplier to process your Transaction.  A Supplier will only be able to view details of Transactions you have entered into with them.

We will also use this information for statistical purposes to help us better understand how FSB Marketplace is being used.

We will use information about orders you have made to calculate fees to be paid by the Supplier for using FSB Marketplace.

8.3 Payment data

When you provide payment details we will collect and retain the following information:

  • Your credit card or debit card number will be encrypted and stored;
  • Your credit card or debit card expiry date and be stored; and
  • The type of credit card or debit card you use will be stored.

When you enter into a Transaction, we will collect and pass to the payment gateway, but not retain, the three digit CVN code.

Payment data is retained and used to ensure the Supplier is paid for purchases you make.

9  Data we collect, store and use – Suppliers

9.1 Organisation data

When you register as a Supplier, we will collect and retain in FSB Marketplace the following information about you and your organisation:

  • FSB Membership Number;
  • Name;
  • Organisation’s name;
  • Email address;
  • Address;
  • Phone number;
  • Fax number;
  • Website address; and
  • Any images you provide.

Some of the data you supply may be your personal details as well as those of your organisation.

This information will be used to allow FSB and cloudBuy to contact you if there is a query about your account or a Transaction. 

Your FSB Membership Number will be used to verify your entitlement to use FSB Marketplace as a Supplier.

We will also use this information for statistical purposes to help us better understand how FSB Marketplace is being used.

FSB may use this information for marketing purposes, if you have agreed that we can do so.

9.2 Product and services data

When you complete the Supplier Registration process we will collect and retain in FSB Marketplace the following information about products and services your organisation provides:

  • A description of the what your organisation does;
  • Contact details;
  • Any images you provide;
  • Details of individual products and services, including:
    • Description;
    • Price;
    • When and where they are available;
    • Part number; and
    • Any keywords used to aid buyers searching for products.

9.3 Payment data

If you choose to accept online payments, we will collect and retain in FSB Marketplace the following information about your Merchant Account:

  • Merchant Account provider name;
  • Admin code;
  • Client key; and
  • Service key.

We will use this information to carry out a test transaction in order to validate the data supplied and create the payment gateway for you to collect payments from buyers.

If you choose to accept cash or cheque payments we will collect and store that information.

Payment data will be used to offer the correct options to Buyers when they enter into Transactions with you.

10  Sharing and disclosure of your information

10.1  Information you provide will be shared as appropriate within the FSB Marketplace for the following purpose:

  • Your name and address will be shared with Suppliers when you enter into a Transaction or submit an enquiry regarding a possible Transaction to enable them to fulfil their obligations under the Transaction;

  • Details of the goods or services requested will be shared with Suppliers to enable them to fulfil the Transaction;
  • Any enquiries will be shared with Suppliers to enable them to respond;
  • When you enter into a Transaction, your credit card or debit card number, type of card, expiry date and three digit CVN code will be shared with the payment gateway to allow payment to be collected;
  • When you enter into a Transaction, the first four and last four characters of your credit card or debit card number will be shared with the Supplier to enable them to deal with payment and order enquiries;
  • Your product ratings, excluding comments, will be shared with other users of the Service to inform their buying choices; and
  • All data is shared with cloudBuy to enable them to host the Service.

10.2  Unfortunately, the transmission of information via the internet is not completely secure. Although we will do our best to protect your personal data, we cannot guarantee the security of your data transmitted to our site; any transmission is at your own risk. Once we have received your information, we will use strict procedures and security features to try to prevent unauthorised access.

11 How we protect your information

FSB Marketplace is provided by cloudBuy plc.  cloudBuy have Payment Card Industry Data Security Standard (PCI:DSS) 3.0 Level 1, which is the highest level, and also has the following security-related credentials:

ISO 27001 - This is the global standard for information security

ISO 9001 - The global standard for quality

Cyber Essentials - UK Government-backed scheme to protect against cyber attacks

FSB and cloudBuy are both registered under the DPA.

All Sensitive Customer Data (including credit card data) secured through encryption.

12  Online and distance selling

Buyers and Suppliers should make sure they are aware of their rights and obligations under the rules covering online and distance selling.  An overview can be found at:  https://www.gov.uk/online-and-distance-selling-for-businesses/overview.

13  General

13.1  Force majeure.

No party shall be in breach of this agreement nor liable for delay in performing, or failure to perform, any of its obligations under this agreement if such delay or failure result from events, circumstances or causes beyond its reasonable control.

13.2  Assignment and other dealings.

You shall not assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights and obligations under this agreement without FSB and cloudBuy plc’s prior written consent.

FSB and cloudBuy plc may at any time assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights under this agreement.

13.3 Entire agreement

 a)  This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.

 b)  Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation based on any statement in this agreement.

13.5 Variation

Subject to clauses 5.2 and 13.5(b), below, no variation of this agreement shall be effective unless it is in writing and signed by all parties (or their authorised representatives).

FSB and cloudBuy plc may amend this agreement at any time by email. All amended terms shall be effective 30 days from the date of such notice, without any obligation on FSB and/or cloudBuy plc to take any additional steps. Your continued use of the Service after the effective date of the variation constitutes your acceptance of the amended terms.

13.6 Waiver

A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default.  A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not:

waive that or any other right or remedy; or

prevent or restrict the further exercise of that or any other right or remedy.

13.7 Severance

If any provision or part-provision of this agreement is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of this agreement.

13.8 Notices

 a)  Any notice or other communication given to a party under or in connection with this agreement shall be in writing, addressed to that party at its registered office or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, or sent by pre-paid first class post or other next working day delivery service, commercial courier, or email.

 b)  A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 13.8(a); if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by email, one Business Day after transmission.

 c)  The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.

13.9  Third party rights

No one other than a party to this agreement shall have any right to enforce any of its terms.

13.10  Governing law

This agreement, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with the law of England and Wales.

13.11  Jurisdiction

Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this agreement or its subject matter or formation.