APPENDIX A THE UNITED STATES WRISTCHECK SELLER TERMS AND CONDITIONS

These Seller Terms and Conditions (“Seller Terms and Conditions”) form a legally binding agreement between the Seller User (defined under the Wristcheck Terms and Conditions) (the “Terms and Conditions”) and Wristcheck Exchange Limited (“Wristcheck”)  (each, a “Party”, and, collectively the “Parties”).  By selling any Products through Wristcheck, the Seller User agrees to be bound by these Seller Terms and Conditions and the Wristcheck Terms and Conditions. If there is any inconsistency between these Seller Terms and Conditions and the Wristcheck Terms and Conditions, the Seller Terms and Conditions shall prevail. If any dispute arises about the interpretation of these Seller Terms and Conditions, Wristcheck’s decisions and interpretations will be final. Should the Seller User have any questions relating to these Seller Terms and Conditions, please contact Wristcheck Customer Care team at concierge@wristcheck.com. Terms used but not defined in these Seller Terms and Conditions have the meanings set forth in the Terms and Conditions.    

1. Engagement
   1.             The Seller User hereby engages Wristcheck to sell the product(s) provided by the Seller User to Wristcheck from time to time during the designated consignment period on a consignment basis (each such product, a “Product”).
   2.             Wristcheck hereby agrees to provide consignment services to the Seller Users on a non-exclusive basis, subject to the terms and conditions contained herein.
2. Selling Products
   1. The Concierge Consignment Process
      1.          Quotation and Consignment Submission
3.    If the Seller User intends to sell any Product via Wristcheck, the Seller User is required to go through the know-your-customer (KYC) process conducted by Sumsub or any other third-party service provider(s) engaged by Wristcheck.     

2.    Subject to the Privacy Policy, the Seller User shall also provide information/documents about himself/herself and the Product, including the purchase information and any proof of possession, as requested by Wristcheck.     

3.     The details of each Consignment Engagement (as defined herein) (including, but not limited to, details about the Product, Suggested Selling Price (as defined herein), Net to Seller terms, etc.) will be specified by Wristcheck to the Seller User, if available.

4.    A legally binding consignment engagement (“Consignment Engagement”) is formed between the Parties when the Seller User confirms such consignment by clicking the “Confirm Consignment” button available on our Platform or by replying to consignment@wristcheck.com.

5.    Each Consignment Engagement shall constitute a separate contract between the Parties. The Parties hereby agree that these Seller Terms and Conditions apply to each Consignment Engagement and that if there is any inconsistency between the Consignment Engagement and these Seller Terms and Conditions, the terms and conditions set out in the Consignment Engagement shall prevail.    

1.    Unless otherwise specified in these Seller Terms and Conditions, these Seller Terms and Conditions embody all the terms and conditions agreed upon between Seller User in relation to consignment with Wristcheck and supersede and cancel in all respects all previous correspondence, understandings, agreements (including consignment agreements), and undertakings (if any), between the Parties with respect to consignment with Wristcheck, whether such be written or oral.

2.          Checks Prior to Product Delivery
3.    The Seller User acknowledges and agrees that Wristcheck will, upon the confirmation of a Consignment Engagement, provide information regarding the Product to third-party service providers, as requested, for due diligence checks (including, but not limited to, checking against the database of reported stolen watches on The Watch Register (www.thewatchregister.com)).

2.    If, in its sole discretion, Wristcheck is not satisfied with the result of the due diligence checks, Wristcheck will send the Seller User an email to terminate the relevant Consignment Engagement with immediate effect, with no compensation required to be paid to the Seller User. In such case, the Seller User shall pay an administrative fee of USD [100] to Wristcheck upon Wristcheck’s written request.

3.     If, in its sole discretion, Wristcheck is satisfied with the information/documents provided by the Seller User and the result of the due diligence checks, Wristcheck will request that Seller User deliver the Product to Wristcheck to proceed with the consignment process.

3.          Inspection After Product Delivery (Pre-Consignment Period)
4.    After Wristcheck has received the Product from the Seller User, Wristcheck will inspect the Product and Wristcheck shall have the right to terminate any Consignment Engagement with immediate effect, without providing any compensation to the Seller User, if in its sole discretion, it is NOT reasonably satisfied that the following are true:

1.          the Product is authentic, and not counterfeit or fake;
2.        the Product is of acceptable quality and condition suitable for consignment; and/or
3.      the Product is of the quality described by the Seller User,

In such case of termination of the Consignment Engagement, the Seller User shall pay an administrative fee of USD [100] to Wristcheck upon Wristcheck’s written request. Wristcheck will instruct the Seller User to (at the Seller User’s own costs and risks) make arrangements to collect the Product (if applicable) from Wristcheck within the timing mutually agreed between the Parties (Late Collection Fee (as defined herein) will be payable by the Seller User for any late collection).

2.    In the event that the Consignment Engagement is terminated for the reason set out in this Clause 2.1.3(a)(iii), Wristcheck may, but shall have no obligation to, (i) send the Seller User a quotation for a new Consignment Engagement; and/or (ii) send the Seller User a quotation for any professional services (the “Professional Services”) including, but not limited to cleaning, testing, maintenance, and repair, offered by Wristcheck for the Seller User’s consideration and confirmation. The terms and conditions for Professional Services shall be specified in the relevant quotation.
3.     For the avoidance of doubt, Wristcheck retains the absolute right, as it deems necessary, to conduct checks mentioned hereinabove against any Product at any time during the term of the relevant Consignment Engagement.

4.          Listing of the Product during the Consignment Period
5.    The consignment period shall commence on the first day on which Wristcheck makes available the Product for sale and shall expire ninety (90) calendar days thereafter (both dates inclusive) (the “Initial Consignment Period”), subject to early termination in accordance with these Seller Terms and Conditions.

2.    The Initial Consignment Period shall commence no later than fourteen (14) business days after Product delivery. The Seller User will be notified by Wristcheck of the commencement of the Initial Consignment Period via email and/or push notification from the Wristcheck app.

3.     Upon the expiration of the Initial Consignment Period, the consignment period shall automatically renew for the subsequent period(s) of the same length as the Initial Consignment Period unless either Party provides written notice of termination to the other Party at least forty-eight (48) hours prior to the expiration of the then-current consignment period.

4.    Where a consignment period has terminated or expired without extension, the Seller User must (at its own costs and risks) make arrangements to collect the Product from Wristcheck pursuant to Wristcheck’s instructions (Late Collection Fee will be payable by the Seller User for any late collection).

2. Selling Price and Marketing of the Product
   1.          The Parties agree that the “Seller User Listing Price” shall be (i) the listed price of the Product or (ii) otherwise the selling price made available to the Buyer User and that  “Suggested Selling Price” shall be the amount of the selling price set out in the relevant Consignment Engagement. The Seller User shall have the discretion to set and change the Seller User Listing Price at any time during the consignment period on Wristcheck’s website or mobile application with immediate effect, or by providing Wristcheck one (1) business day’s notice to and instruct Wristcheck to change the Seller User Listing Price, provided that any revised Seller User Listing Price must be ±30% of the Suggested Selling Price as set out in the Consignment Engagement. If the Product is currently available for bidding within the Platform, the Seller User may change the Seller User Listing Price by accepting an offer from the Buyer User that is less than the Suggested Selling Price and/or making counteroffers via Wristcheck’s website or mobile application.

2.          The Seller User hereby agrees that Wristcheck may offer discounts to the Buyer User applicable to a Product without prior written consent from the Seller User, provided that such costs shall be solely borne by Wristcheck. For the avoidance of doubt, where the actual selling price of the Product is lower than the most recently updated Seller User Listing Price, the Seller User would still receive a payout amount of the sale from Wristcheck equivalent to the payout amount as if the Product was sold at the most recently updated Seller User Listing Price.

3.          In any event, the Seller User understands and agrees that the Commission (as defined herein) will be calculated based on the most updated Seller User Listing Price.

4.          Unless otherwise indicated by the Seller User to Wristcheck, the Seller User agrees that Wristcheck shall have the right to display the Product at any of Wristcheck’s premises for the purpose of the Consignment Engagement, and the Seller User understands and agrees that normal wear and tear are expected and unavoidable when displaying the Product and that no compensation payment shall be payable in respect of any normal wear and tear in such circumstances.

5.          Unless otherwise indicated by the Seller User to Wristcheck, Wristcheck shall have the right to (at its own costs and expenses) arrange for any marketing and sales activities (such as publication of advertisements of the Product including images thereof) as Wristcheck deems fit for the Consignment Engagement.

6.          The Seller User understands that Wristcheck’s likelihood of effectuating a sale of the relevant Product will be significantly decreased if the Seller User does not allow Wristcheck to display the Product pursuant to clause 2.2.4 and/or does not allow Wristcheck to arrange for marketing and sales activities pursuant to clause 2.2.5. For the avoidance of doubt, Wristcheck does not in any event guarantee a successful sale and shall not be held liable for failure to effectuate a sale under any circumstances.
7.       The Seller User understands and agrees that, regardless of the Seller User’s acknowledgment under clauses 2.2.4 and/or 2.2.5 above, Wristcheck will issue, publish and/or make available online and/or offline a “Wristcheck Grading” for each Product, which is derived from a 10-point grading system adopted by Wristcheck for grading various aspects of each consigned Product, such as case and bracelet, dial and hands, movement and timing results and any associated condition reports. The Seller User hereby agrees that Wristcheck shall have the right to issue, publish, make available and amend such Wristcheck Grading without the prior consent of Wristcheck. Wristcheck Grading is provided by Wristcheck at its absolute discretion, and the Seller User shall not dispute any contents therein.

8.          The Seller User understands and agrees that should the Buyer User fail to pay the required deposit within the requested timeframe, the deal will be canceled, and the Product will be available for sale again immediately. In such case, the Seller User agrees that the Seller User will not be entitled to any compensation. The Seller User further agrees that Wristcheck shall have the right to forfeit and retain the entirety of the required deposit without any obligation to distribute the same to the Seller User.

3. Fees and Payment
   1.          In consideration of the services to be rendered by Wristcheck, the Seller User agrees that Wristcheck shall be entitled to the payment of the following fee(s) (as applicable):

1.                 the Commission;

2.                 a daily late collection fee of USD 65 per day, applicable and payable only when the Seller User fails to collect a Product by the stipulated collection deadline date, as so notified by Wristcheck in writing (the “Late Collection Fee”); and

3.                  an early one-time termination fee of USD 1.000 to facilitate the processing of each early termination request of a Consignment Engagement, applicable and payable only when the Seller User requests repossession of the Product and/or termination of a Consignment Engagement prior to the expiration of the respective Initial Consignment Period, including at any time before listing of the Product (the “Early Termination Fee”)

2.                Unless otherwise agreed by the Parties in writing, the “Commission” shall mean the amount calculated by “A” multiplied by “B” (A x B), as follows:

“A” = corresponding percentage (%) of the most updated Seller User Listing Price of the Product as indicated, being the commission percentage

“B” = The most updated Seller User Listing Price of the Product

2.3.3.      The Seller User hereby agrees to appoint Wristcheck as its agent for the limited purpose of receiving payments on its behalf from sales of Products consigned through Wristcheck’s platform. Wristcheck, and its third-party service providers, are authorized to receive payments from Buyer Users and hold such payments until they are remitted to the Seller User. Seller User further agrees to present Wristcheck to the public as accepting payments on Seller User’s behalf for Products. Seller User agrees that payment for Products is treated as received by Seller User upon receipt of such payment by Wristcheck so that Buyer User’s obligation is extinguished and there is no risk of loss to Buyer User in the event funds are not remitted to Seller User.

2.3.4.      With respect to the sale and the relevant proceeds, the Seller User authorizes Wristcheck to do as follows:

1.                collect the total amount of the actual selling price (and any part thereof, such as any deposits) of the sale for and on behalf of the Seller User;
2.                deduct and retain the Commission (and any other amount payable by the Seller User to Wristcheck) from the total amount of the actual selling price of the sale at the Seller User Listing Price; and
3.                 subject to clause 2.2.2, pay the remaining amount of the actual selling price of the sale to the Seller User as soon as practicable, but in any event no later than ten (10) business days after the expiration date of the relevant Buyer User return period. As the Seller User, you acknowledge and agree that delays in payment processing may occur due to bank processing times outside of Wristcheck’s control and Wristcheck is not liable for such delays.

2.3.5              In the unlikely event that Wristcheck has paid an erroneous amount to the Seller User, Wristcheck shall settle the outstanding amount as soon as possible upon the written request of the Seller User and the Seller User shall return any excess amount as soon as possible upon the written request of Wristcheck.

4.             Safekeeping and Risk of Loss of the Payment

1.          Wristcheck shall, for so long as it has physical possession of the Product, use reasonable commercial efforts to safekeep the Product and shall accept the risk of loss or damage, normal wear and tear excepted, to the Product. For the avoidance of doubt, the Seller User retains ownership of the Product until and upon occurrence of the sale.

2.          In the event the Product is damaged while in Wristcheck’s possession, Wristcheck may, at its sole discretion, arrange for professional repair of the Product (at its own costs and expenses) where it views commercially feasible and reasonable to do so. In the event Wristcheck views, in its sole discretion, that it is not commercially feasible and reasonable to repair the Product and/or considers the Product to be materially damaged beyond repair, Wristcheck agrees to pay to the Seller User (and the Seller User agrees to the sufficiency thereof) a compensation payment in an amount equal to the amount that would have been payable to the Seller User (after deducting the Commission payable to Wristcheck under the relevant Consignment Engagement) if a sale had occurred in which the relevant Product was sold at the most recently updated Seller User Listing Price and, immediately upon such compensation payment being made, the ownership of the Product (whether repaired or not) shall automatically and irreversibly be deemed to have been transferred and assigned to Wristcheck. For the avoidance of doubt, while Wristcheck undertakes to use its commercially reasonable effort to handle the Product with care, the Seller User understands and agrees that normal wear and tear is expected and unavoidable in the handling, inspection and custody of the Product, and that no compensation payment shall be payable in such circumstances. Wristcheck agrees to exercise reasonableness when assessing the condition of the Product (including but not limited to whether there has been material damage to the Product) but shall under no circumstance be liable for any normal wear and tear caused in the handling, inspection and custody of the Product.

3.                    Wristcheck’s obligation to safe-keep any Product is conditional upon Wristcheck retaining physical possession of such Product. The Seller User understands and agrees that repossession of the Product by the Seller User will immediately terminate the relevant Consignment Engagement. The Seller User may request repossession of the Product subject to the terms and conditions stipulated under clauses 2.8.1-2.8.2 (Termination by Notice). For the avoidance of doubt, Wristcheck shall have the right to retain and the right to refuse to return the Product to the Seller User, and the Seller User hereby agrees to such a lien being created on the Product, until and unless the Seller User has satisfied all then-outstanding fees (including but not limited to the Late Collection Fee) to Wristcheck under any Consignment Engagement.

5. Representations and Warranties
   1.          The Seller User represents and warrants that, during the consignment period of each Consignment Engagement:

1.                he/she shall maintain good and marketable title to the Product and remain as the legal and equitable owner of the Product who has full authority to consign the Product pursuant to the Consignment Engagement;

2.                he/she shall keep the Product free from any liens and/or other encumbrances, save and except those created under these Seller Terms and Conditions;

3.                 the Product is authentic and does not infringe upon, misappropriate or violate any trademark, copyright or other intellectual property or other proprietary right of any third-party, or in violation of any applicable laws and regulations;

4.                the Product is not from, or the result of, any illegal activity, including, but not limited to, theft or fraud;

5.                none of his/her actions and conducts pursuant to these Seller Terms and Conditions, including the occurrence of the sale, will be in violation of any applicable rules and regulations; and

6.                   he/she will comply with his/her obligations contained herein, as well as comply with applicable law, rules and regulations, including, but not limited to, applicable payment network rules, and take such actions as required and necessary to give full effect to these Seller Terms and Conditions and the transactions contemplated hereunder (including but not limited to effectuating the sale).

2.          Each of the Seller User and Wristcheck represent and warrant to the other Party as follows:

1.                he/she/it has full power and authority to enter into and perform any Consignment Engagement, and any Consignment Engagement, as well as these Seller Terms and Conditions, constitutes or, in the case of a Consignment Engagement, will, when executed, constitute binding obligations on he/she/it;

2.                the agreement to any Consignment Engagement does not contravene any agreement, judgment, injunction, order, law, regulation, encumbrance or other instrument binding upon such party; and

3.                 he/she/it has obtained all applicable governmental, statutory, regulatory or other consents, licenses, waivers or exemptions required to enter into and to perform its obligations under any Consignment Engagement.

Except as otherwise expressly provided in these Seller Terms and Conditions, Wristcheck makes no other representations or warranties, express or implied, in connection with consigning a Product with Wristcheck and Wristcheck hereby disclaims any and all implied warranties.

6.             Limitation of Liability

1.          The Seller User shall indemnify and hold Wristcheck and its officers, directors, employees, agents, successors, and assigns harmless from and against any and all third party claims, liabilities, damages, losses, costs and expenses (including attorneys’ fees) incurred by any of them, arising from or in connection with the consignment services provided hereunder, including, without limitation, damages, fees and costs from any suit, proceeding, challenge, dispute or legal action.

2.          WRISTCHECK (INCLUDING ITS DIRECTORS AND EMPLOYEES) SHALL NOT BE LIABLE TO THE SELLER USER FOR ANY INDIRECT, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES OR LOSSES, WHETHER SUCH DAMAGES ARE (OR ALLEGED TO BE) AS A RESULT OF A BREACH OF CONTRACT, TORT OR OTHERWISE. ALL SUCH DAMAGES AND LOSSES ARE HEREBY EXPRESSLY WAIVED AND DISCLAIMED. WRISTCHECK DOES NOT GUARANTEE THE SUCCESSFUL SALE OF PRODUCTS PURSUANT TO THESE SELLER TERMS AND CONDITIONS.

3.          THE SELLER USER AGREES THAT WRISTCHECK’S TOTAL AND AGGREGATE LIABILITY UNDER EACH CONSIGNMENT ENGAGEMENT SHALL NOT EXCEED THE AMOUNT EQUIVALENT TO THE AMOUNT THAT WOULD HAVE BEEN PAYABLE TO THE SELLER USER (AFTER DEDUCTING THE COMMISSION PAYABLE TO WRISTCHECK UNDER THE RELEVANT CONSIGNMENT ENGAGEMENT) IF A SALE HAD OCCURRED IN WHICH THE RELEVANT PRODUCT WAS SOLD AT THE MOST RECENTLY UPDATED SELLER USER LISTING PRICE AS OF THE DATE ON WHICH WRISTCHECK RECEIVED A NOTICE FROM THE SELLER USER OF ITS RELEVANT CLAIM UNDER THE CONSIGNMENT ENGAGEMENT.

7. Confidentiality
   1.             Each of the Parties shall (and shall induce its respective personnel to): (i) keep the information exchanged under each Consignment Engagement (such information, “Confidential Information”) confidential; and (ii) not use Confidential Information for any purpose other than the performance of its obligations under the Consignment Engagement. The confidential obligations shall not apply to Confidential Information which: (a) is disclosed with the prior written consent of all Parties; (b) is in the public domain at the date of disclosure other than through breach of these Seller Terms and Conditions by any Party; (c) subsequently comes lawfully into the possession of a Party from a third-party who is not under a confidential obligation; or (d) is required to be disclosed by applicable laws or regulatory authorities. The Parties agree that damages would not be an adequate remedy for any breach of this clause and the remedies of injunction, specific performance and other equitable relief are appropriate for any threatened or actual breach of any such provision and no proof of special damages shall be necessary for the enforcement of the rights under this clause.

2.             This clause 2.7 shall survive the expiration and/or termination of any Consignment Engagement.

8.             Termination

Termination by Notice

1.             Both Parties may terminate any Consignment Engagement, at any time and for any reason, upon forty-eight (48) hours’ prior notice  (such period, the “Termination Notice Period”) to the other Party.

2.             Where termination notice is given by the Seller User to Wristcheck, the Seller User understands and agrees that Wristcheck may still effect the sale during the Termination Notice Period. Upon expiration of the Termination Notice Period, Wristcheck will send a notice to the Seller User setting out (i) the amount of Commission payable by the Seller User to Wristcheck (where the sale has occurred during such Termination Notice Period); (ii) the amount of fees payable by the Seller User to Wristcheck (e.g., the Early Termination Fee) (if applicable); and/or (iii) the stipulated collection deadline date by which the Seller User must (at its own costs and risks) make arrangement to collect the Product from Wristcheck (Late Collection Fee will be payable by the Seller User for any late collection).

Termination for breach

3.             Either Party (the “Non-Defaulting Party”) may terminate any Consignment Engagement for breach of material terms of these Seller Terms and Conditions by the other Party (the “Defaulting Party”) where any such breach has not been remedied to the satisfaction of the Non-Defaulting Party within seven (7) business days after receiving notice of such breach from the Non-Defaulting Party. For the avoidance of doubt, breach of any and all warranties under clause 2.5 (Representations and Warranties) shall be treated as a material breach by a Party for which a Consignment Engagement may be terminated. 

Termination for bankruptcy and winding up

4.                Either Party may terminate any Consignment Engagement, with immediate effect, without notice, where proceedings for reorganization, liquidation, bankruptcy or receivership are filed or instituted against or by the other Party.

Effect of termination and/or expiry

5.                Upon termination and/or expiry of a Consignment Engagement for any reason, all outstanding fees payable to a Party (as applicable) shall become immediately due and payable to the other Party.

6.                The termination and/or expiry of a Consignment Engagement will not prejudice the rights, obligations or liabilities of any party which have accrued or arisen before the expiry and/termination and which remain unsatisfied and will not affect any provision hereinunder which is intended to come into effect on, or to continue in effect after termination.

7.                Upon termination and/or expiry of a Consignment Engagement, Wristcheck will set out in the notice of termination details of the collection deadline date by which the Seller User must (at its own costs and risks) make arrangements to collect the Product from Wristcheck (Late Collection Fee will be payable by the Seller User for any late collection).
8. Shipping
   1. Shipping Charges
      1.             The Seller User must (at their costs and risks) make all arrangements to deliver Products to Wristcheck, unless otherwise communicated by Wristcheck in writing.

2. Shipping Arrangements
   1.             The Seller User must arrange for shipping of the Products within seven (7) days after delivery of Wristcheck’s instructions to deliver the Products to Wristcheck (such 7-day period, the “Mandatory Shipping Period”). If Wristcheck does not receive an indication of the Products being sent to Wristcheck within the Mandatory Shipping Period, Wristcheck shall have the right to assume that the Consignment Engagement is void and that the Seller User no longer wishes to proceed with consignment and the relevant Purchase, and the Seller User shall indemnify Wristcheck against all costs and damages incurred by it in relation to such assumption (including reasonable third party charges incurred in respect thereof). For the avoidance of doubt, the Seller User must arrange for shipping of each Product separately (i.e., each Product must be shipped to Wristcheck in separate packaging in compliance with the requirements stipulated in these Seller Terms and Conditions).

2.             Wristcheck recommends that the Seller User use an effective insurance policy to cover shipping of Products to Wristcheck. A Product should be insured with coverage in an amount up to the relevant Product’s final purchase price on the Platform. For the avoidance of doubt, any shipping of a Product to Wristcheck that is arranged by Seller User or another party (that is not Wristcheck) will not be covered by Wristcheck’s insurance policy.

3.             The Seller User must arrange for shipping of Products only with credible and reliable couriers (including but not limited to FedEx, Malca-Amit, Ferrari, UPS and DHL) with a shipping tracking system. The Seller User is required to provide Wristcheck with an estimated delivery time and tracking details (e.g., tracking number) once shipping has been arranged with the relevant courier.

4.             The Seller User must truthfully report and declare the required information, including, but not limited to, the invoice value and purpose of the Products, to the extent such information is requested by the relevant carrier(s).

5.             The Seller User acknowledges and agrees that it is the Seller User’s sole responsibility to assess and comply with all applicable customs declarations and/or pay any additional taxes, duties, tariffs and other fees to the customs authority for the Product(s) and/or the materials incorporated in the Product(s). Wristcheck shall not be liable for any customs declarations and/or payments related to Seller User’s Product(s), including, but not limited to, import duties, tariffs, taxes, or any other fees imposed by the customs authority.

6.             Wristcheck will not be liable for any delay in delivery of the Products (when applicable) that is caused by a Force Majeure Event or by the failure of the Seller User to provide Wristcheck with adequate delivery instructions.

7.             When Products are returned to the Seller User via shipping, a signature is required for receipt of the Products by an adult (aged 18 years or over, or the legal age pursuant to the laws of the Seller User’s country or jurisdiction) upon receiving the parcel (whether the Seller User or a member of the household of the Seller User). If the Seller User cannot be contacted, or was not there to receive or pick up the order directly, it shall be the Seller User’s responsibility to contact their local courier to arrange for a re-delivery or pickup, and the Seller User shall indemnify Wristcheck against all costs and damages incurred by Wristcheck in relation to such local courier arrangements (including a reasonable daily storage fee or any other reasonable third-party charges incurred in respect thereof). If the carrier fails to deliver the order after an acceptable number of failed attempts, at the discretion of said carrier, the Seller User will be responsible for all costs related to re-delivery, storage or any other costs incurred by the carrier. If nobody is available to receive a delivery attempt (i.e., a failed delivery attempt), the carrier may, in its sole discretion, leave a note or calling card for the Seller User to re-arrange delivery. Alternatively, the Seller User may need to pick up the Products from the carrier’s local delivery office or service stations with, at the discretion of the carrier, adequate proof of identity.

8.             The Seller User is encouraged to ensure that all Products are professionally wrapped for shipping. Below are some packing requirements which Seller User is suggested to comply with when packing and sending their Products to Wristcheck.

Disclaimer: Please note that these are only suggestions and Wristcheck is not responsible for any damages even after following the steps listed.

1.    Use a plain and sturdy cardboard box (not branded packaging) to ship the Products by sealing it carefully with duct tape.

2.    If a packaging is reused for shipping Products to Wristcheck, the Seller User is encouraged to remove all hazmat warnings, labels, and stickers from the packaging to avoid unnecessary delays.

3.     Wrap the Product and all accessories safely and securely with bubble wrap to avoid scratches and damage during shipping.

4.    It is suggested to pack items by bubble- wrapping all of Product’s accessories in the cardboard box – its original box, papers and any other parts that it came with upon purchase.
    
5.    If the Product’s strap or any of its accessories contain exotic skins, it is suggested to ship these in a separate package.

6.      Mark the outside of the packaging with a small mark for identification. The mark must not be obvious to others (e.g. use initials or tracking number or other unique identifier). Tape the shipping label to the outer packaging.

7.    Mark the unique consignment ID clearly inside the carton box. It is recommended to mark this on a piece of paper or post-it, or mark it directly on the inside of the carton box to allow the Wristcheck Logistics team to quickly identify the consignment and avoid confusion. 

9.             Wristcheck currently only accepts shipments of Products by the Seller User from the following countries or regions (list of which may be amended by Wristcheck from time to time without advance notice): Anguilla, Antigua, Aruba, Australia, Austria, Bahamas, Bahrain, Barbuda, Belgium, Bermuda, Bonaire, British Virgin Island, Brunei, Canada, Cayman Islands, Chile, Cyprus, Denmark, Faeroe Islands, Finland, France, French Polynesia, Germany, Gibraltar, Greece, Grenada, Guam, Hong Kong, Hungary, Ireland, Italy, Jamaica, Japan, South Korea, Liechtenstein, Luxembourg, Macau, Malaysia, Mauritius, Monaco, Montserrat, Netherlands (Holland), New Zealand, Norway, Panama, Philippines, Poland, Portugal, Puerto Rico, Qatar, Saudi Arabia, Seychelles, Singapore, Spain, Sri Lanka, St. Barthelemy, St. Kitts And Nevis, St. Lucia, St. Vincent, Sweden, Switzerland, Taiwan, Thailand, Trinidad And Tobago, U.S Virgin Islands, United Arab Emirates, United Kingdom, United States, Vietnam.

10.             Wristcheck currently does not accept shipments of Products by the Seller User from the following countries or regions (list of which may be amended by Wristcheck from time to time without advance notice): Antarctica, Argentina, Armenia, Azerbaijan, Bangladesh, Barbados, Belarus, Belize, Benin, Bhutan, Bolivia, Bosnia and Herzegovina, Botswana, Bouvet Island, Brazil, British Indian Ocean Territory, Bulgaria, Burkina Faso, Burundi, Cambodia, Cameroon, Cape Verde, Central African Republic, Chad, Christmas Island, Cocos (Keeling) Islands, Colombia, Comoros, Congo, Congo, The Democratic Republic Of The, Cook Islands, Costa Rica, Côte D’Ivoire, Croatia, Cuba, Curaçao, Czech Republic, Djibouti, Dominica, Dominican Republic, Ecuador, Egypt, El Salvador, Equatorial Guinea, Eritrea, Estonia, Ethiopia, Falkland Islands (Malvinas), Fiji, French Guiana, French Southern Territories, Gabon, Gambia, Georgia, Ghana, Greenland, Guadeloupe, Guatemala, Guernsey, Guinea, Guinea-Bissau, Guyana, Haiti, Heard and McDonald Islands, Holy See (Vatican City State), Honduras, Iceland, India, Iran, Islamic Republic Of, Iraq, Isle of Man, Israel, Jersey, Jordan, Kazakhstan, Kenya, Kiribati, Korea, Democratic People’s Republic Of, Kuwait, Kyrgyzstan, Lao People’s Democratic Republic, Latvia, Lebanon, Lesotho, Liberia, Libya, Lithuania, Republic of North Macedonia, Madagascar, Malawi, Maldives, Mali, Malta, Marshall Islands, Martinique, Mauritania, Mayotte, Mexico, Micronesia, Federated States Of, Moldova, Republic of, Mongolia, Montenegro, Morocco, Mozambique, Myanmar, Namibia, Nauru, Nepal, Netherlands Antilles, New Caledonia, Nicaragua, Niger, Nigeria, Niue, Norfolk Island, Northern Mariana Islands, Oman, Pakistan, Palau, Palestine, State of, Papua New Guinea, Paraguay, Peru, Pitcairn, Réunion, Romania, Russian Federation, Rwanda, Saint Helena, Saint Martin, Saint Pierre And Miquelon, Samoa, San Marino, Sao Tome and Principe, Senegal, Serbia, Sierra Leone, Sint Maarten (Holland), Slovakia, Slovenia, Solomon Islands, Somalia, South Africa, South Georgia and the South Sandwich Islands, South Sudan, Sudan, Suriname, Svalbard And Jan Mayen, Eswatini, Syrian Arab Republic, Tajikistan, Tanzania, United Republic of, Timor-Leste, Togo, Tokelau, Tonga, Tunisia, Turkey, Turkmenistan, Turks and Caicos Islands, Tuvalu, Uganda, Ukraine, United States Minor Outlying Islands, United States (non-48 contiguous states & not included in the above ship-to list), United States Military addresses (APO, FPO, DPO with the zipcode being AE, AA, AP), Uruguay, Uzbekistan, Vanuatu, Venezuela, Bolivarian Republic of, Wallis and Futuna, Western Sahara, Yemen, Zambia, Zimbabwe.
11.             The Seller User should ensure all delivery and shipping details provided to Wristcheck with the shipment are true and correct and must provide relevant tracking number(s) and updated delivery progress notifications to Wristcheck. Wristcheck will not be liable for being unable to receive the Product in any event. If the Seller User is unreachable and cannot receive the relevant Products (including, but not limited to, instances in which contact details provided to Wristcheck are inaccurate or incomplete), it shall be the Seller User’s responsibility to contact Wristcheck to arrange for another delivery attempt. Seller User shall indemnify Wristcheck against all costs and damages incurred by Wristcheck in relation thereto (including a reasonable daily storage fee or any other reasonable third-party charges incurred in respect thereof).

12.             Where applicable, if Wristcheck is not able to receive the relevant Products, it shall be the Seller User’s responsibility to arrange for another delivery attempt at the Seller User’s own costs. Wristcheck’s liability for the Product shall commence only upon receipt, and all risk of loss or damage prior to such receipt shall remain with the Seller. The Seller is expected to take all necessary measures to ensure the safe delivery of the Product, including any necessary coordination and/or follow-up with the courier, and/or arranging for redelivery as necessary.
13. Pickup
    1.             The Seller User may choose to have the Products picked up by Wristcheck, but the Seller User must arrange for such pickup within seven (7) days after being instructed by Wristcheck to hand over the Products to Wristcheck’s appointed carrier. If Wristcheck does not receive confirmation that the pickup is being arranged within such seven (7) day window, Wristcheck shall have the right to assume the Consignment Engagement is void and that the Seller User no longer wishes to proceed with consignment and the relevant Purchase, and the Seller User shall indemnify Wristcheck against all costs and damages incurred by it in relation thereto (including reasonable third party charges incurred in respect thereof). For the avoidance of doubt, the Seller User must arrange for pickup of each Product separately (i.e. each Product must be picked up Wristcheck in separate packaging in compliance with the requirements stipulated in these Seller Terms and Conditions).

2.             Wristcheck will arrange credible and reliable carriers (including, but not limited to, FedEx, Malca-Amit, Ferrari, UPS and/or DHL) to pick up the Products from the Seller User (where applicable). The Seller User shall ensure all pickup information (including, but not limited to, pickup address, postcode, contact name, company name, contact number, email address, as applicable) that is provided to Wristcheck is correct and accurate for pickup arrangements.

3.             Wristcheck shall have an effective insurance policy to cover pickup of Products arranged by Wristcheck. Typically, a Product will be insured with coverage for the  relevant Product’s full value. Upon receipt of payment for an  insurance claim, Wristcheck will deduct Commissions and send the balance of the payout to the Seller User (if applicable).

4.             The Seller User may be required to present the carrier with the confirmation email and valid proof of identification at the reserved pickup time slot. The Seller User may appoint an authorized person (and “Authorized Person”) to hand over the Products on their behalf, and such Authorized Person must present the purchase confirmation email along with valid proof of identification and a written authorization form (to be requested from Wristcheck at least 24 hours in advance of pickup time by emailing the Wristcheck Customer Care team at concierge@wristcheck.com) duly signed by the Seller User and the Authorized Person.

5.             Prior to pickup, it is recommended that the Seller User clearly mark the unique consignment identification number on the inside of the box or on a piece of paper or similar insert or note to allow Wristcheck to quickly identify the consignment and avoid confusion.

6.             The Seller User acknowledges and agrees that it is Seller User’s sole responsibility to assess and comply with all applicable customs declarations and/or pay additional fees to the customs authority for Wristcheck to pick up the Product(s) and/or the materials incorporated in the Product(s). Wristcheck shall not be liable for any customs declarations and/ or payments related to the Seller User’s Product(s), including, but not limited to, import duties, taxes, or any other fees imposed by the customs authority.

7.             The Seller User must ensure that the Product(s) and all related accessories are adequately wrapped and handed over to Wristcheck’s appointed carrier at the time of the pickup time slot (as applicable).
8. Taxes
   1.             For the purpose of these Seller Terms and Conditions, “Taxes” means all forms of taxation, withholdings, duties, imports, levies, rates imposed, assessed or enforced by any local, municipal, governmental or other body or authority in the United States or elsewhere, in all cases being in the nature of taxation, and any related interest, penalty, surcharge or fine.

2.             The Seller User is responsible and liable for the payment and remittance of any Taxes relating to the fees and any other payments payable to Wristcheck under these Seller Terms and Conditions. Any and all such payments shall be made in cleared funds, without any deduction or set-off and free and clear of any Taxes, bank transfer administration costs, currency exchange charges and withholdings of any nature now or hereafter imposed by governmental, fiscal or other authority. If any sum payable by the Seller User to Wristcheck under these Seller Terms and Conditions shall be subject to such deduction or set-off, such payment shall be increased by such amount as shall ensure that after deduction or set-off, Wristcheck shall have received an amount equal to the payment otherwise required to be made by the Seller User.

3.             The Seller User may receive 1099-K form(s) from Wristcheck and/or third-party payment processors (such as Airwallex, Square, and others), depending on the gross payments they receive in a year. To facilitate this process, Wristcheck and its partners may request a Seller User’s tax identification number, and/or other relevant documentation.

4.             The thresholds to receive a 1099-K are set by the IRS and may be subject to change. If you did not receive a 1099-K, but believe you should have, please contact Wristcheck Customer Care team at concierge@wristcheck.com

5.             The Seller User is responsible for maintaining accurate records of their sales, and reporting taxable income to the relevant authorities.

6.             This information is provided for general guidance, and should not be considered tax or legal advice. Please consult a qualified tax professional.

6. Miscellaneous
   1.             Nothing contained or implied herein shall constitute or be deemed to constitute a partnership or joint venture between the Parties.

2.             Except with the prior written consent of the other Party, neither Party shall be entitled to assign or transfer the benefit or burden of any provision herein.

3.             These Seller Terms and Conditions may be updated by Wristcheck from time to time, and the latest effective version will be available on Wristcheck’s website. Any changes to these Seller Terms and Conditions shall apply on the date specified in such email. By continuing to consign products with Wristcheck, pursuant to new or existing Consignment Engagements, the Seller User acknowledges its acceptance of such updates.

4.             Any notice, demand or other communication so addressed to the Seller User shall be deemed to have been delivered when sent (with confirmation that the same has been transmitted to the Seller User’s registered email address with Wristcheck) and any notice, demand or other communication so addressed to Wristcheck shall be deemed to have been delivered when sent (with confirmation that the same has been transmitted to [email protected]). The Seller User shall inform Wristcheck as soon as possible of any changes to his/her email address registered with Wristcheck.

5.             If any provision in these Seller Terms and Conditions is for any reason held invalid or unenforceable in any respect, such invalidity or unenforceability shall not affect any other provision of these Seller Terms and Conditions, but, rather, such invalid or unenforceable provision shall be enforced to the fullest extent permitted by law.

6.             These Seller Terms and Conditions (and any Consignment Engagement) shall be governed by the laws of New York. The Parties hereby agree to submit to the non-exclusive jurisdiction of the courts of New York. Any dispute, controversy, or claim arising out of or relating to Products hereunder or the breach or termination hereof shall be settled by binding arbitration conducted by JAMS (“JAMS”) in accordance with JAMS Comprehensive Arbitration Rules and Procedures (the “Rules”).  The arbitration shall be heard by one arbitrator to be selected in accordance with the Rules.  The arbitration shall take place in New York, New York, USA.  Judgment upon any award rendered may be entered in any court having jurisdiction thereof.  Within seven (7) days after appointment, the arbitrator shall set the hearing date, which shall be within ninety (90) days after the filing date of the demand for arbitration unless a later date is required for good cause shown.  In addition to all other relief, the arbitrator shall have the power to award reasonable attorneys’ fees and costs to the prevailing party.  Notwithstanding the foregoing, the Parties expressly agree that the agreement to arbitrate in this Section shall not limit Buyer’s ability to seek and receive emergency injunctive relief from a court of competent jurisdiction.