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Seller Agreement

1. Overview

This Seller Agreement ("Agreement") is made and entered into as of the date the Seller’s account is activated and approved for participation on the Great British Farmers Market platform ("Pre-Effective Date"). Upon activation, the Seller agrees to abide by all platform policies, confidentiality obligations, and pre-listing requirements. The complete terms and conditions of this Agreement ("Effective Date") will become effective and enforceable on the date that the Seller’s first product is listed for sale on the Marketplace.

From the Effective Date forward, all rights, obligations, and responsibilities outlined in this Agreement shall fully apply to both parties. The purpose of this Agreement is to set forth the terms and conditions under which Seller will offer products for sale through the Marketplace.

2. Definitions

Seller:

An individual, business entity, or organisation that lists, offers, and sells products on the Marketplace operated by Great British Farmers Market.

Marketplace:

The online platform is owned and operated by Great British Farmers Market, where Sellers can list their products for sale and where Customers can browse and purchase these products.

Customer:

An individual, business entity, or organisation that purchases or procures products listed for sale by a Seller on the Marketplace.

Products:

Goods, items, or services made available for sale by the Seller through the Marketplace.

Confidential Information:

Confidential Information refers to any non-public, proprietary, or sensitive information, whether written, oral, or digital, disclosed by one party to the other under this Agreement. This includes, but is not limited to, business strategies, pricing details, financial data, customer information, Seller lists, trade secrets, intellectual property, and any information marked as ‘confidential.’ Confidential Information does not include information that is publicly known, independently developed without breach, or lawfully obtained from a third party without restriction.

Minor Breach:

A minor breach is defined as a failure to comply with the terms of this Agreement that does not substantially affect the ability of either party to perform its material obligations. Examples include, but are not limited to, temporary delays in communication, minor policy infractions (e.g., failure to update product details), and isolated instances of non-compliance that do not cause significant harm or disruption to the Marketplace.

3. Seller Obligations

Conformity with Seller Eligibility Policy:

Sellers must comply with the Seller Eligibility Policy as defined by the Great British Farmers Market. Seller certifies that it is an independent business, not part of a chain, franchise, or a subsidiary of a larger corporation, and meets all other criteria outlined in the Seller Eligibility Policy, including the sourcing and production requirements.  If the Seller's circumstances change and the Seller can no longer comply, they must, with best efforts, notify and update the Marketplace.

Product Quality and Standards:

Seller agrees to offer products that meet the expected high-quality standards and are free from defects.  The Seller is solely responsible and accountable to notify both the Marketplace and all affected Customers in the case of any safety issue.

Compliance with Laws and Regulations:

Seller shall comply with all applicable laws, regulations, and standards, including but not limited to safety and consumer protection laws.

Packaging and Labelling Requirements:

All products must be packaged and labelled in accordance with legal requirements and expectations and Marketplace guidelines.

Delivery and Shipping Policies:

The seller is responsible for ensuring the timely delivery of products to customers in accordance with agreed-upon shipping terms.

4. Marketplace Obligations

Platform Availability:

Marketplace will, with best efforts, provide a functional online platform for listing and selling products.

Marketing and Promotion:

Marketplace will promote, with its best efforts, the Sellers products through various marketing channels.

Payment Processing and Distribution:

Marketplace will, with best efforts, handle payment processing and distribute funds to the Seller as outlined in the Payment Terms section.

5. Fees and Payment Terms

Monthly Fees:

Seller agrees to pay any agreed and applicable monthly fee for each Seller account listed on the Marketplace, payable in advance, if applicable.

Commission on Sales:

Marketplace will retain a commission on each sale made through the platform based on the total monthly sales of the Seller in line with the relevant tier, if applicable.

Refunds and Chargebacks:

Seller agrees to handle refunds and chargebacks in accordance with Marketplace policies.  Any refunds and chargebacks count against the monthly sales amount.

Payment Schedule and Methods:

Payments to the Seller will be made at least monthly via either bank transfer or a payment processing system, such as Stripe or PayPal.  Any commission will be based on sales during the relevant calendar month. 

6. Intellectual Property Rights

Use of Seller’s Trademarks and Branding:

The Seller grants the Marketplace a non-exclusive, royalty-free license to use the Seller’s intellectual property solely for marketing and promotional purposes.  This license shall be limited to the duration of this Agreement and shall terminate upon written request if the Seller ceases operations on the Marketplace.

Use of Marketplace’s Trademarks and Branding:

The Marketplace grants the Seller a non-exclusive, royalty-free license to use Marketplace’s intellectual property solely for marketing and promotional purposes, by prior agreement.  This license shall be limited to the duration of this Agreement and shall terminate upon written request if the Seller ceases operations on the Marketplace.

Content Ownership and Licensing:

Seller retains ownership and liability of and for all content provided to Marketplace, but grants a non-exclusive license to use such content for the duration of the Agreement.

Intellectual Property Termination Clause:

The Seller may terminate the license granted to the Marketplace for promotional purposes by providing written notice. This license termination shall coincide with the removal of the Seller’s account from the Marketplace platform.

Please refer to the Intellectual Property Policy for more information.  

7. Confidentiality

Protection of Confidential Information:

Both parties agree to take their best efforts to protect and not disclose any confidential information obtained during the course of this Agreement.

Upon termination of this Agreement, all confidential information provided by either party must be returned or destroyed within 30 days. The receiving party shall not retain any copies, summaries, or extracts and must confirm compliance in writing.

Exceptions to Confidentiality:

Confidential information does not include information that is publicly available or obtained from a third party without a breach of confidentiality.

Confidentiality Obligations Duration Clause:

Any and all confidentiality obligations under this Agreement shall survive termination and continue in effect for a period of two (2) years from the date of termination.

8. Term and Termination

Agreement Duration:

This Agreement shall commence on the Effective Start Date (unless otherwise specified, this will be the date of the Seller account approval within the Marketplace) and continue until terminated by either party.

Termination Conditions:

Either party may terminate this Agreement with 30 days' written notice. Immediate termination may occur in case of a material breach, which includes but is not limited to:

  1.  Material Breach : In the event of a material breach by either party, this Agreement may be terminated immediately without the need for a notice period. For minor breaches, the non-breaching party must provide a notice period as outlined in the ‘Notice Period for Minor Breaches’ clause, granting an opportunity for rectification.
  2. Notice Period for Minor Breaches : In the event of a minor breach, the non-breaching party shall provide the breaching party with a 15-day written notice period to remedy the breach. If the breach is not rectified within this timeframe, the non-breaching party reserves the right to terminate the Agreement immediately.
  3.  Non-Compliance with Seller Eligibility Policy : Falsifying information about the business structure or ownership.
    Misrepresenting the origin, quality, or nature of products.
  4.  Product Quality and Standards : Consistently providing defective, unsafe, or substandard products.
    Repeated complaints or issues regarding product authenticity or quality.
  5.  Legal and Regulatory Compliance : Failing to comply with applicable laws, regulations, and standards.
    Engaging in illegal activities or selling prohibited items through the Marketplace.
  6.  Payment and Fees: Failing to pay required fees or commissions.
    Engaging in fraudulent activities related to payment processing.
  7.  Intellectual Property Infringement : Violating the intellectual property rights of others, including unauthorised use of trademarks or copyrighted materials.
  8. Confidentiality Breach : Disclosing confidential information in violation of the confidentiality agreement/policy.
  9. Misconduct and Unethical Behaviour : Engaging in behaviour that harms the reputation of the Marketplace and/or other Sellers or providing false or misleading information to Customers or the Marketplace.
  10. Repeated Violations : Multiple minor breaches that collectively undermine the agreement’s intent.

Effect of Termination:

Upon termination, Marketplace will cease listing products, and Marketplace will process any outstanding payments (minus any dues), as part of the normal cycle and remove and delete the Seller’s listings and account.

The seller is still liable for any relevant chargebacks, refunds or applicable fees even after termination.

9. Dispute Resolution

Mediation and Arbitration:

In the event of any dispute arising out of or relating to this Agreement, the parties agree first to attempt mediation. If mediation fails, the dispute shall be resolved through binding arbitration, with costs shared equally. Legal recourse through the courts shall only be sought if arbitration is unsuccessful.

Jurisdiction and Governing Law:

This Agreement shall be governed by and construed in accordance with the laws of England and Wales. The parties irrevocably agree that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation (including non-contractual disputes or claims).

10. Liability and Indemnification

Limitation of Liability:

Marketplace’s liability to the Seller is limited to the amount of fees collected by Marketplace for that relevant month.

Seller Indemnity:

Seller agrees to indemnify and hold Marketplace harmless from any claims, damages, or expenses arising from Seller’s breach of this Agreement.

11. Miscellaneous Provisions

Entire Agreement:

This Agreement constitutes the entire agreement between the parties and supersedes all prior agreements.

Severability:

If any provision of this Agreement is found to be invalid, the remaining provisions shall remain in effect.

Notices:

All notices under this Agreement shall be in writing and delivered to the provided addresses, either physical or electronic, provided by the parties.

Policy Amendments

The Great British Farmers Market reserves the right to amend this Seller Agreement policy at any time.

Sellers will be notified of any changes here and are required to comply with the updated policy to maintain their listing privileges.

Last Updated

24/06/2025