Seller Terms and Conditions

1. Interpretation and Definitions

1.1 In these Terms and Conditions (“Terms”), the following definitions apply unless the context requires otherwise. Terms not defined here have the meanings given in the Buyer Terms and Conditions where applicable.

• “Seller”, “you”, or “your” means a registered business user of the Platform who submits Offers to supply goods to GoFindPart in response to Buyer Requests.
• “GoFindPart”, “we”, “us”, or “our” means Go Find Part Limited, a company registered in England and Wales.
• “Buyer” means the registered business user of the Platform who has created the Request to which your Offer relates. You do not contract with the Buyer.
• “Offer” means a quoted Wholesale Price at which you agree to sell specified goods to GoFindPart — which may be an Alternative Part — submitted by you in response to a Request.
• “Alternative Part” means a part other than the part a Request specifies, identified in your Offer by its manufacturer and part number, which you offer to supply in its place.
• “Wholesale Price” means the price at which you sell the goods to GoFindPart, being the full amount we pay you for the goods (subject to the Tier Bonus and to any deductions made under clause 8).
• “Tier Bonus” means an additional amount paid by GoFindPart on top of the Wholesale Price, calculated as a percentage of the Wholesale Price by reference to your Seller Tier (see clause 3).
• “Seller Tier” means the classification assigned to you by GoFindPart based on your Priority Score (see clause 3).
• “Priority Score” means the performance score calculated by GoFindPart based on your fulfilment record, response times, dispute history, and other quality metrics.
• “Payment Hold Period” means the period following Buyer acceptance of delivery during which payment is held before release to you.
• “Stripe Connect Account” means the Stripe Express account that you must establish and maintain to receive payouts from GoFindPart.
• “Self-Billed Invoice” means a VAT invoice issued by GoFindPart on your behalf in accordance with clause 6 (Self-Billing).

1.2 These Terms are a legally binding agreement between you (the Seller) and GoFindPart. By registering for an account and using the Platform as a Seller, you agree to be bound by these Terms.

1.3 These Terms apply exclusively to business-to-business (B2B) transactions. By using the Platform, you confirm that you are acting in the course of your business and not as a consumer.

Contracting structure

1.4 You sell goods to GoFindPart Ltd; GoFindPart Ltd then resells the goods to the end Buyer under its own contract of sale with the Buyer. There is no contract between you and the Buyer. The Buyer is not a party to or beneficiary of these Terms.

1.5 The price you receive for the goods is the Wholesale Price you quote at the time of Offer, plus any applicable Tier Bonus, less any amounts deducted under clause 8 (Disputes, Returns, and Recovery). GoFindPart’s resale price to the Buyer (and any margin we earn on the resale) is determined by us and is not your concern.

Where you suggest a part under clause 14.4, our resale price for the Offer you make for it may include the cost to us of looking the part up. The Buyer pays it only if it buys that Offer, and it never reduces your Wholesale Price or any Tier Bonus.

2. Account Registration and Eligibility

2.1 To use the Platform as a Seller, you must register for an account and provide accurate, complete, and current information, including business registration details, VAT registration status, and (if VAT-registered) your VAT number.

2.2 You must be a registered business, sole trader, or other commercial entity operating in the United Kingdom.

2.3 You must complete Stripe Connect onboarding, including identity verification and bank-account linking, before you can receive any payouts.

2.4 You must maintain accurate seller-onboarding information at all times. You must notify GoFindPart promptly of any change to your business name, registered office, VAT registration status, VAT number, or bank details.

2.5 You are responsible for maintaining the confidentiality of your account credentials and for all activity under your account.

2.6 GoFindPart reserves the right to refuse registration, suspend, or terminate any account at its sole discretion, subject to clause 16 (Suspension and Termination).

3. Seller Tier System and Service Levels

3.1 The Platform operates a tiered classification system for Sellers based on performance. Your Seller Tier affects your notification priority, your Payment Hold Period, and your Tier Bonus rate. The current published tier parameters are:

3.2 The tier parameters above represent the current published policy. GoFindPart may update the tier thresholds, Tier Bonus rates, Payment Hold Periods, and notification waves from time to time. Material changes will be published on the Platform and notified to affected Sellers. The currently applicable values are always those published on the Platform at the time a Transaction is completed.

3.3 GoFindPart may, at its sole discretion, adjust your Seller Tier based on your Priority Score, which is calculated from factors including (but not limited to):

• (a) fulfilment success rate;
• (b) response and dispatch times;
• (c) dispute outcomes;
• (d) delivery performance; and
• (e) Buyer feedback and ratings.

3.4 Sellers classified as PAUSED are suspended from receiving new Request notifications and may not submit new Offers until their Seller Tier improves.

Service level expectations

3.5 You agree to maintain acceptable service levels while using the Platform. GoFindPart may suspend or terminate your access to the Platform if you repeatedly fail to meet the following minimum standards:

• (a) fulfilling accepted Offers within the agreed timeframes;
• (b) providing goods that match the description, specification, and condition stated in the Offer;
• (c) responding to disputes and product claims in a timely manner;
• (d) maintaining a Priority Score above the PAUSED threshold;
• (e) maintaining current evidence of the insurance required by clause 9; and
• (f) complying with all applicable laws and regulations.

3.6 Without limiting clause 3.5, GoFindPart reserves the right to suspend or permanently terminate a Seller’s access where:

• (g) three or more disputes are resolved against you within any rolling 90-day period;
• (h) your Priority Score falls to PAUSED and does not recover within 30 days;
• (i) you engage in fraudulent or deceptive conduct;
• (j) you fail to maintain the insurance required by clause 9; or
• (k) you receive repeated complaints regarding the quality, accuracy, condition, safety, or origin of goods supplied.

4. Submitting Offers

4.1 You may submit Offers in response to Buyer Requests within your registered categories. Each Offer must include a Wholesale Price for the goods.

4.2 On each Request you may submit:

(a) one Offer to supply the part the Request specifies; and

(b) where the Request allows alternative parts and the Platform offers you the option, further Offers, each to supply a different Alternative Part, up to the number the Platform shows (at the date of these Terms, three).

The Platform may limit you to one Offer per Request, and will show you when it does. When the Buyer accepts one of your Offers on a Request, your other Offers on that Request are withdrawn. Counter-offers are not supported on the Platform.

4.3 By submitting an Offer, you warrant that:

• (a) you have the goods available, or can source them within the platform-standard lead time applicable at the time of your Offer;
• (b) the goods match the description, specification, and condition you have specified;
• (c) the Wholesale Price you have quoted is accurate, complete, and in pounds sterling (GBP);
• (d) you are legally entitled to sell the goods to GoFindPart and to transfer good title in them;
• (e) you accept that the goods will be resold by GoFindPart to the end Buyer under GoFindPart’s own contract of sale with the Buyer;
• (f) you authorise GoFindPart to handle all Buyer-facing returns, refunds, and disputes in respect of those goods; and
• (g) you will provide reasonable support and information to GoFindPart in investigating any product claim or product-liability claim brought by the Buyer or by a third party.

4.4 Offers may be withdrawn by you at any time before acceptance by GoFindPart on the Buyer’s behalf. Once accepted, the Offer becomes a binding contract of sale between you and GoFindPart.

4.5 Delivery pricing is platform-calculated. Sellers do not set delivery prices. Sellers provide operational fulfilment data including dispatch readiness, handoff availability, and oversized/pallet capability.

4.6 Sellers are classified according to their fulfilment model:

• (h) Direct: the Seller fulfils orders from its own stock or controlled supply; or
• (i) Network: the Seller sources goods from a supplier network to fulfil orders.

4.7 Network Sellers must complete additional verification before they are permitted to respond to Requests marked as CRITICAL urgency. GoFindPart may require documentation evidencing the Seller’s supply arrangements as part of this verification.

4.8 Notification sequencing. When a Request is distributed to Sellers, Direct Sellers are notified first, except that a Seller whose stock listed on the Platform matches the Request may be notified at once, whatever its fulfilment model. Network Sellers are otherwise notified where the Request remains open after Direct Sellers have had a reasonable opportunity to respond, as described in the Platform’s published notification policy, or earlier where the Buyer asks the Platform to pass the Request to Network Sellers. All Sellers may browse open Requests in the request feed at any time, subject to clause 4.7. Fees, payouts and Seller tiers do not depend on fulfilment model.

4.9 Your suppliers.

(a) Contact details. Where you enter details of your suppliers or their staff on the Platform, you confirm that you are entitled to share those details with GoFindPart and with the couriers GoFindPart engages, for the purpose of fulfilling orders, and that you have told those individuals that their contact details are used for that purpose. GoFindPart uses such details only to arrange and support the collection of an order; shows them only to your own team and to GoFindPart staff handling that order; gives the collection address, and the contact’s name and telephone number, to the courier collecting the order; and keeps them in accordance with its Privacy Policy.

(b) Messages to your supplier. Where you ask GoFindPart to message your supplier about a collection, by e-mail, text message or both, you confirm that you are entitled to ask us to do so and that you have told the person you name to expect messages from GoFindPart about collections you arrange. GoFindPart sends only messages about that collection, never marketing, and stops messaging a person who asks it to; you cannot override that request. The messages, and the page they link to, name your business and the goods and never the Buyer or the price.

(c) Collection from your supplier’s premises. A supplier’s premises are offered to a Buyer as a collection point only where, before you submit the Offer, you have marked that supplier on the Platform as one from whom Buyers may collect. Where you do:

(i) the Buyer is shown the collection address, the opening hours you record and a collection note you write, and is never shown the supplier’s name or any access note you hold for the supplier; you must not put the supplier’s name in the collection note;

(ii) you are responsible to GoFindPart for your supplier’s conduct at the handover as if it were your own, including that it hands over the goods under the accepted Offer, uses what it learns about the Buyer only to complete the handover, and does not offer to supply the Buyer directly;

(iii) the handover is complete only when the Buyer confirms on the Platform that they have received the goods, and for that handover clause 5.5(iii) applies as if it read “the Buyer confirming on the Platform that the goods have been received”; a handover the Buyer does not confirm lapses and GoFindPart will resolve it; and

(iv) you give the Certification under clause 7.3 when the Platform issues the Buyer’s collection code, for the goods your supplier will hand over; it relates to the goods handed over under that collection, and it lapses if no handover takes place.

5. Fulfilment Obligations

5.1 Upon acceptance of your Offer, you are contractually bound to supply the goods to GoFindPart in accordance with the accepted Offer. You will deliver or make available for collection (as applicable) goods that match the description, specification, and condition stated in your Offer, on or before the agreed dispatch / delivery time.

Delivery to the Buyer

5.2 At GoFindPart’s direction, you will either:

• (a) [Reserved.]
• (b) make the goods available for collection by a courier engaged by GoFindPart, providing accurate shipment details (the dimensions and weight of each parcel, and any special-handling requirements) and ensuring the goods are collection-ready within the agreed timeframe. The collection address and the contact telephone number you give us — or the name and mobile number of a person you name for the collection under clause 5.2B — are passed to the courier, and to any delivery service through which we book the courier, and may appear on the courier’s label on the parcel; or
• (c) make the goods available for collection by the Buyer, or by a person the Buyer names, at the collection point shown on the order (clauses 5.2C and 5.3).

5.2A Heavy goods.

(a) Where any single parcel of an Offer weighs more than the weight shown on the Platform when you make the Offer (at the date of these Terms, 30 kg), you will state on the Offer, in the form shown on the Platform, either that two people must collect and deliver the goods, or that one driver may collect them.

(b) If you state that two people must collect and deliver the goods, we will offer the Buyer only delivery by two people or collection, and you will have the goods packed, reachable and attended for two people to collect.

(c) If you state that one driver may collect the goods and one driver is sent, you will load the goods onto the courier’s vehicle when they are collected, with enough people or equipment to do so safely. The driver may not be able to help.

(d) If goods you are to load under paragraph (c) are not loaded at the collection time, the collection is treated as missed by you, and any charge the courier makes for the missed collection is a Recovery Amount under clause 8.6(e).

(e) A statement under this clause made by any person using your account, or a seat on it, is made on your behalf and binds you.

(f) Nothing in this clause limits any liability that cannot be limited by law, including liability for death or personal injury caused by negligence.

5.2B People you name for a collection.

(a) You may name up to three people on the Platform for an accepted Offer to act for you at its collection: as the courier’s pickup contact, and, where the Buyer collects, to hand the goods over at your collection point. You need not give them a seat on your account. Clause 4.9 applies instead where the goods are collected from your supplier.

(b) When you name a person you confirm that you are entitled to give us their name, e-mail address and mobile number, and that you have told them to expect messages from GoFindPart about the collection. We use their details only to arrange and support that collection; we show them the goods, the collection time and the Buyer’s Platform name, never the Buyer’s address or the price; we give their name and mobile number to the courier collecting the order; we stop messaging a person who asks us to, and you cannot override that request; and we keep their details as our Privacy Policy describes.

(c) You are responsible to GoFindPart for their conduct at the collection as if it were your own, including that they hand over the goods under the accepted Offer, use what they learn about the Buyer only to complete the handover, and do not offer to supply the Buyer directly.

(d) A handover by a person you name is complete only when the Buyer confirms on the Platform that they have received the goods, and for that handover clause 5.5(iii) applies as if it read “the Buyer confirming on the Platform that the goods have been received”; a handover the Buyer does not confirm lapses and GoFindPart will resolve it.

(e) Where a person you name is to hand the goods over, you give the Certification under clause 7.3 when the Platform issues the Buyer’s collection code, for the goods they will hand over; it relates to the goods handed over under that collection, and it lapses if no handover takes place.

(f) You may change or take back a person you name at any time; once taken back, their link stops working.

5.2C A person collecting for the Buyer.

(a) The Buyer may name a person to collect the goods for them. That person shows a collection code the Platform issued to them, not the Buyer’s; the Platform shows you their first name when the code is checked.

(b) You will hand the goods over to a person who shows a valid collection code for them, as you would to the Buyer, and you are not responsible for checking who that person is beyond what the Platform shows you.

(c) You will use the name you are shown only to complete the handover.

5.3 Where the end Buyer has elected to collect the goods directly, you will set pickup details within 30 minutes of Offer acceptance. Failure to do so may result in the pickup timing out, penalties being applied to your Priority Score, and the Transaction being cancelled.

5.4 You are responsible for ensuring that goods are adequately packaged and labelled for transit. GoFindPart is not liable to you for any damage arising from inadequate packaging.

5.4A Contents. You warrant that each parcel you hand to a courier contains nothing the courier or the delivery service through which we book it prohibits, and that you have declared on the Platform any item the courier restricts and any dangerous goods within the meaning of the Carriage of Dangerous Goods and Use of Transportable Pressure Equipment Regulations 2009. You will give the contents declaration shown on the Platform when you confirm a collection. If a courier refuses a claim, charges a surcharge, or returns or destroys a parcel because its contents were not as declared, the resulting cost is a Recovery Amount under clause 8.6(e).

5.5 Risk in the goods passes from you to GoFindPart on the earliest of: (i) the goods being collected by GoFindPart’s appointed courier — and where you load the goods onto the courier’s vehicle under clause 5.2A(c), only once they are loaded and in the courier’s possession; (ii) [reserved]; or (iii) a valid collection code for the goods — the Buyer’s, or one the Platform issued to a person the Buyer named — being scanned at the collection point under clause 5.2(c). Title in the goods passes from you to GoFindPart at the same point as risk.

6. Payment and Self-Billing (RCTI)

Payment

6.1 Payment by GoFindPart to you for accepted Offers is processed through Stripe. Funds are authorised on the Buyer-side payment at the point of Offer acceptance and captured upon delivery confirmation.

6.2 After delivery is confirmed and the Buyer acceptance window (48 hours) has elapsed, funds enter a Payment Hold Period determined by your Seller Tier (see clause 3.1). At the end of the Payment Hold Period, payment is released to your Stripe Connect Account.

6.3 The payment released to you will be equal to:

Wholesale Price + Tier Bonus − any deductions made under clause 8 (Disputes, Returns, and Recovery).

Delivery costs and any platform administrative markup applied to the Buyer’s delivery price are not deducted from your payout — they are paid by the Buyer and allocated to the delivery provider and GoFindPart respectively.

6.4 GoFindPart is not responsible for any delays in payout caused by Stripe, your bank, or any other third party.

Stripe Connect

6.5 Your use of Stripe to receive payouts is governed by the Stripe Connected Account Agreement and Stripe’s Services Agreement (available at stripe.com/legal). You are responsible for reading and complying with those terms. Stripe may suspend or terminate your Connect Account independently of GoFindPart, and in such event GoFindPart will be unable to process further payouts to you until the matter is resolved with Stripe directly.

Self-billing (RCTI)

6.6 You authorise GoFindPart to issue Self-Billed Invoices on your behalf for all sales of goods completed through the Platform, in accordance with HMRC self-billing requirements. You agree:

• (a) not to issue your own VAT invoices in respect of sales completed through the Platform;
• (b) to notify GoFindPart immediately, and in any event within 14 days, of any change to your VAT registration status, VAT number, registered business name, or registered address;
• (c) that Self-Billed Invoices issued by GoFindPart constitute valid VAT invoices for both parties and are to be retained by you for the period required by HMRC;
• (d) to accept the Self-Billed Invoice generated for each sale, reflecting the Wholesale Price and applicable VAT (where you are VAT-registered);
• (e) where you are not VAT-registered, that your sale of goods to GoFindPart is outside the scope of VAT and no VAT will be charged on the Self-Billed Invoice; and
• (f) that this self-billing arrangement will remain in force for a rolling 12-month period unless terminated by either party in writing on at least 30 days’ notice.

6.7 GoFindPart will use the VAT registration status you provide at onboarding (and any subsequent updates) to determine the VAT treatment of Self-Billed Invoices. You are responsible for the accuracy of the information you provide and for accounting to HMRC for any VAT shown on Self-Billed Invoices issued on your behalf.

Taxes generally

6.8 Other than the VAT treatment provided for by clause 6.6, you are solely responsible for any taxes, duties, or other charges arising from your sales to GoFindPart, including (where applicable) corporation tax, income tax, and any sector-specific levies.

7. Warranties

7.1 You warrant to GoFindPart that on each Offer accepted by us, and on the delivery of the corresponding goods to or via GoFindPart:

• (a) Title. You have good and unencumbered title to the goods and the right to transfer that title to GoFindPart, free of any charge, lien, or third-party claim;
• (b) Conformity to specification. The goods conform in all material respects with the description, specification, part number, brand, condition, and quantity stated in your Offer;
• (c) Genuineness. The goods are genuine, are not counterfeit, are not refurbished or remanufactured without disclosure, and are of the new condition (or other condition) stated in your Offer;
• (d) Quality and fitness. The goods are of satisfactory quality within the meaning of the Sale of Goods Act 1979 and are reasonably fit for the purpose for which goods of that kind are commonly supplied; where you have confirmed fitment to a stated application at the time of your Offer, the goods are reasonably fit for that stated application;
• (e) IP non-infringement. Supply of the goods to GoFindPart, and GoFindPart’s onward resale to the Buyer, do not infringe any intellectual property right of any third party;
• (f) Regulatory compliance. The goods comply with all applicable UK regulatory standards, including (without limitation) UKCA / CE marking where required, the REACH regulations, and any category-specific safety standards applicable to industrial parts of that kind; and
• (g) Lawful supply. Your supply of the goods to GoFindPart does not contravene any applicable law, regulation, or sanctions regime.

7.2 The warranties in clause 7.1 are in addition to any condition, warranty, or term implied by law. They survive delivery and survive termination of these Terms for the limitation period applicable to the relevant claim.

7.3 Certification.

• (a) When goods under an accepted Offer are dispatched, handed over or made available, you will give GoFindPart a certification in the form shown on the Platform (a “Certification”).
• (b) Each Certification is given by you, the Seller business. It repeats the warranties in clause 7.1(a)–(c), (f) and (g) and also warrants the conformity marking and English instructions the law requires and that any batch or lot you state is accurate. It is a warranty under this clause 7, given in consideration of our acceptance of the Offer, and clauses 7.2, 8.6–8.8 and 10 apply to it.
• (c) A Certification given by any person using your account or a seat on it is given on your behalf and binds you.
• (d) GoFindPart may, relying on the Certification, issue a certificate of conformance to the Buyer in its own name without identifying you, showing the manufacturer, part number, quantity, condition and batch you certified. You acknowledge that the Buyer and others may rely on it.
• (e) You will tell us promptly if a Certification was or becomes inaccurate, and keep the records supporting it for ten years, providing them on request.
• (f) We keep each Certification, including the name of the person who gave it, for ten years as described in our Privacy Policy.

7.4 Alternative Parts. Where an Offer is to supply an Alternative Part, you also warrant to GoFindPart, on the Offer’s acceptance and on delivery of the goods, that:

(a) the goods are the part identified in the Offer by its manufacturer and part number;

(b) every detail of the part you gave or confirmed on the Platform (shown on the Offer as given or confirmed by you), and any modification described in the Offer, is accurate;

(c) the goods will take the place of the part the Request specifies, so far as the Request describes that part, without modification — or, where the Offer describes a modification, with no more than that modification; and

(d) you are not aware that any other detail the Platform shows for the part on the Offer is inaccurate, and you will tell us promptly if you become aware of one before the goods are delivered.

A Certification under clause 7.3 given for such an Offer is given for the Alternative Part. Clauses 7.2, 8.6–8.8 and 10 apply to this clause.

8. Disputes, Returns, and Recovery

Buyer disputes

8.1 The end Buyer may raise a dispute with GoFindPart within 48 hours of delivery confirmation. When a dispute is opened, release of payment to you is automatically frozen pending resolution.

8.2 You will be notified of any dispute relating to goods you have supplied and given a reasonable opportunity to provide evidence and respond. You agree to respond promptly and to provide GoFindPart with all information reasonably required to investigate the dispute.

8.3 GoFindPart will determine the outcome of the dispute (full refund, partial refund, or no refund). GoFindPart’s decision is final under the platform dispute process, subject to your rights at law.

Returns

8.4 Returns of goods are conducted under GoFindPart’s authority, and GoFindPart determines whether a return is authorised. Where the platform return process notifies you of an authorised return, you are the first-line operational handler of that return: you must, within three (3) business days of being notified (the “Return Response Period”), either accept the return or contest it with supporting evidence through the platform. If you do not respond within the Return Response Period, you will be deemed to have accepted the return. You may not refuse to accept returned goods where a return has been authorised by GoFindPart. Title in returned goods reverts to you on return, unless GoFindPart otherwise agrees in writing.

8.4A Where goods are faulty, not as described, or otherwise not in conformity with the contract, GoFindPart’s obligation to refund the end Buyer arises regardless of your response and is not conditional on your acceptance of the return. Your acceptance or contest in such cases governs only the recovery of the corresponding amount from you under clauses 8.6–8.7, and never the Buyer’s refund.

8.4B Where you wrongly refuse, block, or delay a return that GoFindPart has determined to be legitimate (including by failing to respond within the Return Response Period), GoFindPart may refund the Buyer and recover the corresponding amount from you by the means set out in clauses 8.6–8.7. Acting in this way does not waive any other right or remedy available to GoFindPart.

8.5 Return shipping costs and any restocking or remediation costs will be allocated in accordance with the dispute or return outcome or the cause of delivery failure, and may be borne by the Buyer, by you, by GoFindPart, or shared between the parties.

Recovery against the Seller

8.6 Where GoFindPart issues a refund to the Buyer, accepts a return, or otherwise incurs cost or liability in circumstances that GoFindPart reasonably determines to be attributable to your breach of these Terms (including breach of any warranty in clause 7) or to your fault in fulfilment, GoFindPart may recover the corresponding amount (“Recovery Amount”) from you. The Recovery Amount may comprise:

• (a) the refund issued to the Buyer (including any VAT element);
• (b) chargeback and dispute-handling fees imposed by Stripe;
• (c) reasonable costs of investigating the claim;
• (d) return shipping and restocking costs allocated to you under clause 8.5; and
• (e) any other reasonable out-of-pocket cost directly attributable to your breach or fault.

8.7 GoFindPart may apply the Recovery Amount in any one or more of the following ways:

• (f) by deduction from any unpaid balance owed to you, including payments held during a Payment Hold Period;
• (g) by reversal of any Stripe transfer already made to your Stripe Connect Account (in whole or in part); or
• (h) by issuing an invoice to you for the Recovery Amount, payable within 14 days.

8.8 The recovery rights in clauses 8.6–8.7 are in addition to (and not in substitution for) the indemnity in clause 10.

9. Insurance

9.1 You shall, at your own cost, take out and maintain at all times during your use of the Platform:

• (a) Public and product liability insurance with a limit of indemnity of not less than £[2,000,000] for any one claim and in the aggregate; and
• (b) Professional indemnity insurance with a limit of indemnity of not less than £[1,000,000] for any one claim, where you confirm fitment, provide technical advice, or otherwise hold yourself out as competent in respect of the goods being supplied.

9.2 You shall, on written request from GoFindPart, provide evidence of the insurance required by clause 9.1, including the policy schedule and confirmation of payment of premium.

9.3 GoFindPart may, at its discretion, phase the application of the insurance requirement for newly onboarded Sellers (for example, by permitting an evidence-of-insurance grace period of up to 90 days from your first completed Transaction). Any such phasing will be documented in your onboarding terms and does not waive the underlying obligation.

9.4 Failure to maintain the insurance required by this clause 9 is a material breach of these Terms and may result in suspension or termination under clause 3.6(j).

10. Indemnity

10.1 You shall indemnify and hold harmless GoFindPart, its officers, directors, employees, and agents from and against any loss, claim, damage, liability, cost, or expense (including reasonable legal fees and the cost of investigations and recalls) arising out of or in connection with:

• (a) breach of any warranty in clause 7;
• (b) any product-liability claim brought against GoFindPart by the Buyer, by an end user of the goods, or by any third party, in respect of goods supplied by you — including (without limitation) any claim under the Consumer Protection Act 1987;
• (c) any recall, withdrawal, or remediation of goods supplied by you, whether voluntary or mandated by a regulator;
• (d) any infringement (or alleged infringement) of any third party’s intellectual property rights by the goods or by GoFindPart’s onward resale of the goods;
• (e) any breach by you of any applicable law, regulation, or sanctions regime;
• (f) any other breach by you of these Terms; or
• (g) any liability GoFindPart incurs to the Buyer or any other person under or in connection with a certificate issued in reliance on a Certification.

10.2 The indemnity in clause 10.1 is uncapped and is not subject to the limitations in clause 12 (Limitation of Liability).

10.3 GoFindPart shall: (i) notify you promptly in writing of any claim for which it seeks to invoke the indemnity; (ii) consult with you in good faith on the conduct of the defence; and (iii) take reasonable steps to mitigate its loss. You shall not be obliged to indemnify GoFindPart in respect of any settlement made without your prior consent (such consent not to be unreasonably withheld or delayed).

11. Identity Disclosure Consent

11.1 You acknowledge and consent that, notwithstanding the general anonymity protections offered to you under the Platform’s operating model, GoFindPart may disclose your identity (including your registered business name, registered office address, contact details, and VAT number) to:

• (a) a Buyer making a request to GoFindPart under section 2(3) of the Consumer Protection Act 1987 to identify the producer of defective goods;
• (b) a regulator with lawful jurisdiction over the goods you have supplied;
• (c) a court, tribunal, or other legal authority in connection with legal proceedings;
• (d) a third party with a valid legal basis, including a holder of intellectual property rights making a credible infringement complaint relating to goods you have supplied; or
• (e) GoFindPart’s professional advisers (legal, accounting, audit) bound by duties of confidentiality.

11.2 GoFindPart will record each disclosure under clause 11.1 (including the requester, the reason, and the timestamp) in an internal audit log.

11.3 You consent to the disclosures contemplated by this clause 11 as a condition of using the Platform.

12. Limitation of Liability

12.1 Nothing in these Terms excludes or limits our liability to you for:

• (a) death or personal injury caused by our negligence;
• (b) fraud or fraudulent misrepresentation; or
• (c) any other liability that cannot be excluded or limited by law.

12.2 Subject to clause 12.1, GoFindPart shall not be liable to you for:

• (d) any indirect, consequential, or special loss, including loss of profit, loss of business, loss of revenue, loss of contract, loss of goodwill, loss of anticipated savings, or loss of data;
• (e) any failure by a Buyer to take delivery of goods or otherwise complete a Transaction;
• (f) any loss or damage to goods in transit where delivery is arranged through a third-party courier (GoFindPart’s recourse against the courier being a matter between us and the courier);
• (g) any change to your Seller Tier, Tier Bonus rate, or Payment Hold Period made in accordance with clause 3.2; or
• (h) any delay or failure in performance caused by circumstances beyond GoFindPart’s reasonable control.

12.3 Subject to clause 12.1, GoFindPart’s total aggregate liability to you in respect of all claims arising in any 12-month period shall not exceed the total Wholesale Price and Tier Bonus paid by GoFindPart to you in that period.

12.4 The limits and exclusions in this clause 12 do not apply to your liability to GoFindPart, including under the indemnity in clause 10.

13. Prohibited Conduct

13.1 You must not:

• (a) list or supply counterfeit, stolen, prohibited, unsafe, or sanctioned goods;
• (b) misrepresent the condition, origin, specifications, authenticity, or availability of goods;
• (c) contact Buyers directly to complete transactions outside the Platform (non-circumvention);
• (d) manipulate the Platform’s notification, scoring, or ranking systems;
• (e) create multiple accounts to circumvent tier restrictions, rate limits, or suspensions;
• (f) use information obtained through the Platform for any purpose other than fulfilling Transactions in accordance with these Terms;
• (g) attempt to identify the Buyer beyond what is necessary for fulfilment, or use Buyer details (including delivery addresses) for any purpose other than completing the Transaction; or
• (h) engage in any activity that is fraudulent, illegal, or harmful to the Platform, to GoFindPart, or to its users.

14. Intellectual Property

14.1 All intellectual property rights in the Platform belong to GoFindPart or its licensors.

14.2 By uploading content (including product images and descriptions) to the Platform, you grant GoFindPart a non-exclusive, royalty-free, worldwide, sub-licensable licence to use, reproduce, display, and distribute that content for the purposes of operating the Platform, marketing the Platform, and reselling the goods to Buyers.

14.3 You warrant that any content you upload does not infringe the intellectual property rights of any third party.

14.4 Suggested Parts.

(a) Where you suggest a part on the Platform that the Buyer has not listed (a “Suggested Part”) — by its part number, a link to its page, photographs of it, its details, or by choosing one of the items in your own stock list — you agree that, once the Buyer approves it, we may show the Suggested Part to other sellers so that they may make Offers for it on that Request. We show them its manufacturer, its part number and the details the Platform holds for it. We never show them your identity, your photographs, a link you gave, or your own words.

(b) We use photographs and links you give us only to identify a Suggested Part and to check your Offer, and we keep them as described in our Privacy Policy. We do not show them to the Buyer or to other sellers.

(c) You will take reasonable care that a photograph you give us to identify a part does not show a person, or information about a person (for example a name or address on a label).

15. Data Protection

15.1 GoFindPart processes personal data in accordance with its Privacy Policy, available at www.gofindpart.com/privacy.

15.2 Each party shall comply with its obligations under the UK General Data Protection Regulation (“UK GDPR”) and the Data Protection Act 2018 in respect of any personal data processed in connection with Transactions.

16. Suspension and Termination

16.1 GoFindPart may suspend or terminate your account immediately in the circumstances described in clauses 3.5–3.6, for any other material breach of these Terms, for suspected fraud, or as required by law.

16.2 You may terminate your account at any time by giving 30 days’ written notice to GoFindPart, provided that all outstanding Transactions have been completed and all open disputes resolved.

16.3 Termination does not affect any rights or obligations accrued prior to termination, including:

• (a) GoFindPart’s right to recover any Recovery Amount under clauses 8.6–8.7;
• (b) your warranty obligations under clause 7;
• (c) your indemnity obligations under clause 10;
• (d) the identity-disclosure consent in clause 11; or
• (e) any open or pending dispute or Buyer claim.

16.4 Upon termination, any outstanding fees or amounts remain due, and any funds held in respect of completed Transactions will be released in accordance with the normal payment schedule, subject to any open disputes and any deductions under clause 8.

17. Force Majeure

17.1 Neither party shall be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from circumstances beyond its reasonable control. The affected party shall use reasonable endeavours to mitigate the effects of any such event.

18. General Provisions

18.1 These Terms, together with the Privacy Policy and any other policies published on the Platform, constitute the entire agreement between you and GoFindPart with respect to your use of the Platform as a Seller.

18.2 GoFindPart may amend these Terms at any time. Material changes will be notified to you by email with at least 30 days’ notice. Continued use of the Platform after the notice period constitutes acceptance of the amended Terms.

18.3 If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions continue in full force and effect.

18.4 A failure by GoFindPart to enforce any provision of these Terms shall not constitute a waiver of that provision.

18.5 These Terms are governed by the laws of England and Wales. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

18.6 No third party shall have any rights under these Terms by virtue of the Contracts (Rights of Third Parties) Act 1999.

19. Contact

For any queries regarding these Terms, please contact us at: [email protected]