Additional Terms for Business Sellers

Last updated: 02/09/2024, 10:44

1. Our services

The Jog it on Website (www.jogiton.com) is operated by us, Jogiton Online Limited, and provides an online auction facility through which sellers can sell and buyers can buy goods (the Services).

Jogiton Online Limited is a company registered in England and Wales under number 15010475 and whose registered office is at Mentor House, Ainsworth Street, Blackburn, Lancashire, BB1 6AY. Our VAT registration number is 454 4128 02. You can contact us at contact@jogiton.com.

1.1 These Additional Terms for Business Sellers apply to a Business Seller (someone who is selling goods in the course of their trade, business, craft or profession) who wishes to use the Services to advertise and sell their goods. Where you are a Business Seller, you must agree to these Additional Terms for Business Sellers.

1.2 These Additional Terms for Business Sellers are to be read in conjunction with our General Terms and Conditions, our Listing Rules, our Acceptable Use Policy, our Privacy Policy, our Cookie Policy and any other terms and conditions or policies which we may from time to time notify you as being applicable to your use of the Services (which together we refer to as our terms and conditions).

1.3 It is important that you read and understand all of the above referred to terms and conditions before using the Services. By confirming your agreement to these terms and conditions, or by accessing or using the Services, you agree to be legally bound by these terms and conditions, as they may be modified from time to time.

If you do not agree to any of our terms and conditions, you must not use our Services.

1.4 We reserve the right to change any of our terms and conditions at any time. Amendments will take effect when posted on our Website. However, the terms and conditions current as at the start of a particular transaction will apply until that transaction is completed. Every time you wish to use our services please check these terms and conditions to ensure you understand the terms that apply at that time. We will try to give you reasonable notice of any major changes.

2. Our role

Jog it on is a place for sellers to auction and sell goods and for buyers to bid for and buy them. We do not have and never intend to have any contractual involvement in your transactions and at no stage do we ourselves auction, buy or sell or purport to auction, buy or sell any of the items displayed on our Website. Any disputes between buyers and sellers must be resolved directly or via the PayPal Resolution Centre: we will not become involved. We will not screen buyers on your behalf, and this is a feature of the relationship between you and us that you willingly accept.

3. Becoming a Business Seller on Jog It On

3.1 To become a Business Seller, you must apply by completing the Business Seller Application Form and submitting it to us. An agreement between you and us governed by our terms and conditions will only come into force when we notify you that we have accepted your application

3.2 You represent and warrant that:

3.2.1 you are, and will remain whilst using the Services, established in Great Britain (England, Wales or Scotland but not Northern Ireland).

3.2.2 the information you provide to us in connection with your application to become a Business Seller on Jog It On is complete and accurate and you'll promptly notify us of any changes to it and keep your seller profile up to date.

3.2.3 any documents you submit to us to support your application or in response to any request from us at any time are either genuine documents or true copies of genuine documents.

3.3 We may at our option at any time require you to promptly provide us with reasonable evidence that any information you've given us is true and up to date and that such information and your behaviour is in compliance with our terms and conditions and any applicable laws. We may also at any time require further information from you in order to comply with our obligations under applicable laws and regulations or to assess the risk of fraud. We can suspend or restrict individual listings until you've supplied this evidence and terminate your use of the Services if you don't comply with this requirement.

3.4 The Services are only for the benefit of buyers and sellers in Great Britain. Traders, businesses and individuals outside of Great Britain are not authorised to use the Services.

3.5 Under the Platform Operators (Due Diligence and Reporting Requirements) Regulations 2023, we are in certain circumstances legally required to supply information to HMRC about our sellers and the transactions completed using our Services. Where the seller is an individual, this includes the seller’s full name, address, date of birth and national insurance number. Where the seller is a company, this includes the seller’s full name, registered office, trading address, company number and VAT number. In all cases it includes the number of sales completed by that seller, the consideration paid in relation to those sales and any selling fees deducted. You will on request provide us with such information and documentary evidence as we may reasonably require to enable us to comply with our obligations. You authorise us to check the information provided, including by means of third-party agencies or databases. We reserve the right to suspend or terminate your access to the Services if you fail to provide such information or documentary evidence when requested.

4. Your use of our Services

4.1 In using the Services, you must at all times comply with our terms and conditions.

4.2 You must create a Business Seller profile on Jog It On. Once you've done this you can create listings to sell your goods

4.3 You represent and warrant that you will:

4.3.1 Only create listings for items which are not prohibited items (as set out in our Listing Rules).

4.3.2 Only list items which comply with all applicable legislation and regulations affecting their manufacture, sale, packaging and labelling and don't infringe third party trade marks or other intellectual property rights.

4.3.3 Only list items which are safe. You cannot list items that are unsafe, that we reasonably believe to be unsafe or that have been or become the subject of a product safety alert or recall. We may require product safety documentation before permitting you to list certain items. For information on your product safety obligations, see https://www.gov.uk/guidance/product-safety-advice-for-businesses.

4.3.4 Only list items which are already in Great Britain (England, Wales or Scotland but not Northern Ireland) at the time of their sale to buyers. You are not permitted to list items which will be imported into Great Britain on or after their sale to buyers, as this could have VAT and customs implications for both you and us.

4.3.5 Include in your listing information, or where appropriate your Business Seller profile, all the information about you and your items for sale and how you will fulfil orders that is needed to comply with consumer protection law, as well as any relevant safety information about your items. For more on these information requirements, please see the Trading Standards' advice on online selling at www.businesscompanion.info.

4.4 You must ensure that your seller profile and the listings for your items:

4.4.1 Comply with our Acceptable Use Policy, which bans things such as obscenity and defamation.

4.4.2 Only feature high quality images and descriptions, which you have all the necessary intellectual property and other rights to use and to license to us as set out in our General Terms and Conditions (Information you provide).

4.4.3 Are in the English language and are clear and comprehensible.

4.4.4 Display real-time information about how many of each item you have in stock, ready to despatch. You must hold enough stock of your items to meet reasonably expected demand within the advertised timescales. You must delist any items that are not in stock.

4.4.5 Display your valid VAT registration number (where applicable).

4.4.6 Don't include anything which would encourage or allow buyers to contact you other than through the Website, such as email or social media contact details, website addresses or other links. We reserve the right to remove such information.

4.4.7 Don't use any search engine optimisation techniques which breach search engines' guidelines or involve deception, including but not limited to keyword stuffing.

4.5 You must not list fake, stolen or unauthorised items

4.6 You may only list items that bear another company's authorised brand or logo, or which embody other third party intellectual property rights, if those items were either made in the UK or imported into the UK with the consent of all relevant third party intellectual property rights-holders. You must maintain adequate processes and procedures to make sure that your listed items are authentic, authorised for sale, not stolen, and not counterfeit or unauthorised copies. If we ask you to, you must promptly provide us with genuine and conclusive documentary evidence showing that you are authorised to sell specific brands or items using the Services. We can suspend a listing for an item or terminate your use of the Services if you fail to comply with any requirement of this clause.

4.7 Your prices must be inclusive of (or at the same time as the prices are displayed, provide full and clear details of) the following:

4.7.1 Any applicable VAT, taxes or duties.

4.7.2 Non-optional packaging and other charges.

4.7.3 Delivery charges, which must be shown separately.

4.7.4 Any other expenses or fees payable by the buyer.

4.8 We do not sell our own goods using the Services.

4.9 We will not offer complementary goods or services to a buyer buying your items using the Services.

4.10 We will not advertise your listed items on other sites or sales channels.

4.11 The ranking of listed items will be as shown on the Website (typically, newest first, price high to low, distance). The ranking of listed items cannot otherwise be influenced by us or by other sellers.

4.12 We may invite you to participate in promotions on Jog It On, for example, by paying us for a more visible listing or by offering discounts. The terms of such promotions will be made available to you and you will need to agree to those terms before you can participate in those promotions.

5. Availability of Services

While we will use our reasonable endeavours to make our Services and the Website available but we cannot guarantee that they will operate continuously or without interruptions. This could affect bidding or other aspects of an auction or sale. We may suspend our Services at any time for technical or operational reasons. We will endeavour to give you reasonable notice of any planned suspension by posting a notice on our Website.

6. Listing and selling items

6.1 When listing or selling items using our Services, you must comply in full with our General Terms and Conditions and Listing Rules.

6.2 When a buyer purchases one of your items on Jog It On, we, will send the buyer an order confirmation email and inform you of the purchase, creating a direct contract for you to supply your item to the buyer in accordance with our General Terms and Conditions and your listing information. The contract is between you and the buyer.

6.3 If you cannot fulfil an order, you must contact the buyer and provide a full refund of any monies paid by the buyer. You must indemnify us against any costs or liability we might incur as a result of your failure to fulfil an order.

6.4 Upon completion of a sale, we will send an order confirmation email to the parties, which will serve as the buyer's supply receipt issued in your name and on your behalf. Our email will include all the key information about the ordered item which you've included in your listing information. You're responsible for ensuring that this information meets legal information requirements and for compliance with all applicable legal, tax and regulatory requirements in connection with any buyer VAT receipt required to be issued. You will issue a VAT receipt separately showing the UK supply VAT collected as part of the order if requested by the buyer.

6.5 Where a buyer is UK VAT registered, the buyer should, where required by applicable law, provide you with the buyer’s UK VAT registration number.

6.6 Where you have agreed to deliver the goods, you must deliver the goods in accordance with the item’s listing information and in accordance with all applicable legal requirements.

7. Dealing with buyers

7.1 As a seller, you must at all times comply with the seller’s obligations in our General Terms and Conditions.

7.2 When dealing with a Consumer, you must also comply with the seller's obligations in our Additional Terms for Consumers, and in particular clauses 4 (Information to be provided), 6 (Delivery), 7 (Right to cancel), 8 (Effects of cancellation) and 9 (Faulty Goods).

7.3 You must deal promptly and professionally with any buyer questions about orders.

7.4 If a buyer cancels an order, you must comply with the returns and refunds policy set out in clauses 7 (Right to cancel) and 8 (Effects of cancellation) in our Additional Terms for Consumers and any further commitments you've made in your listing information or other marketing or advertising.

7.5 You must deal with complaints from buyers, in a way that complies with consumer law (see the Trading Standards advice on online selling at www.businesscompanion.info) and honour any additional commitments or guarantees you've made in your listing information or other marketing or advertising.

7.6 You must at all times honour the buyer’s statutory rights.

8. Buyer reviews

8.1 We and you agree to use our best efforts to make sure that buyer feedback and reviews on Jog It On are from buyers who have bought items and tried them and who are not connected with the relevant seller or in any way encouraged or incentivised to post a favourable comment or review.

8.2 Buyers submitting feedback or a review do so in a prescribed format which may involve a free text box. Our software may block language in buyer feedback or reviews which is not permitted under our Acceptable Use Policy but we cannot guarantee that it will do so. You are responsible for checking feedback and reviews for compliance with our Acceptable Use Policy and telling us if you consider that feedback or a review breaches it. If we agree, we'll remove the offending feedback or review from the Website.

8.3 If you respond to reviews on the Website, your comments must comply with our Acceptable Use Policy and we reserve the right to remove any comments that do not or which are otherwise in breach of these terms.

8.4 You must not directly or indirectly contact buyers either to encourage them to submit any review or a favourable comment or review or to change or withdraw a comment or review. You must not encourage other buyers to submit reviews of items they have not purchased on Jog It On.

9. Data

9.1 Jog It On will generate data (including personal data), about orders, buyer queries, ratings and reviews for your items, and other matters.

9.2 Our Privacy Policy sets out the extent to which we will collect, store and use personal data.

9.3 Clause 18 below (Data Protection) describes our respective obligations in relation to any personal data collected and shared in us providing and you using the Services.

9.4 We will store transactional data relating to the Services for a period of 6 years, in order to comply with our reporting requirements to HMRC. We cannot be liable for any loss or corruption of that data and it is your responsibility to keep a record of such information as is required to enable you to comply with your own reporting obligations and other legal requirements.

9.5 Upon your written request and provided you pay our reasonable fee for doing so, we will use our reasonable commercial endeavours to send you a copy of the transactional data we hold in relation to sales made by you using the Services.

9.6 In the event of any loss or damage to any data, your sole and exclusive remedy shall be for us to use reasonable commercial endeavours to restore the lost or damaged data from the latest back-up of such data. We shall not be responsible for any loss, destruction, alteration or disclosure of data caused by any third party.

9.7 We may (at our discretion) allow access to our systems to third parties, which may include data, for specific development, security, maintenance and support of any of those systems and to defend any claims, actions and proceedings.

10. Buyers from outside of Great Britain

Jog It On only displays information to buyers in the English language and only permits buyers to enter delivery addresses in Great Britain (England, Wales and Scotland) and we make it clear that all buyers must be based in Great Britain. Despite our taking these steps, buyers from outside Great Britain may succeed in purchasing your items using the Services. These buyers from outside Great Britain may have rights under their local laws which apply as well as or instead of their rights under English, Welsh and Scottish law and our contractual terms with them. It is your responsibility to reject any orders where it is apparent that the buyers are located outside of Great Britian.

11. Branding and intellectual property rights

11.1 You grant us a non-exclusive, worldwide, royalty-free licence to host, reproduce, display and publish any content, data or information (including trade marks and branding) you provide to us in connection with you and your items (your materials) for the purposes of listing and selling your items.

11.2 Except as stated above, we won't acquire any rights to your branding or your materials.

12. Suspension and termination

12.1 We can suspend or restrict any individual listing you make on Jog It On if we become aware, or have reason to believe, that what you've told us about your item or said about your item in the listing information for it is not true or up to date or that the item or the listing information does not comply with our terms and conditions, including our Listing Rules or our Acceptable Use Policy, or is otherwise unlawful.

12.2 We can end our agreement with you and your rights to access or use the Services for any of the following reasons:

12.2.1 You have not complied with our terms and conditions, and your non-compliance is more than trivial or is repeated.

12.2.2 You have become insolvent or you suspend, threaten to suspend, cease or threaten to cease to carry on all or a substantial part of your business or your financial position deteriorates to such an extent that we think your ability to fulfil your obligations under these terms and conditions is at risk.

12.2.3 We reasonably consider that your continued use of the Services could damage the reputation or goodwill of Jog It On, its sellers or other users.

12.2.4 We decide to stop providing the Services or to stop selling your type of items on Jog It On.

12.2.5 We reasonably determine, or receive information or notice from HMRC, that you are not meeting your tax obligations.

12.3 We will give you at least 30 days' notice that we are ending our agreement with you (and your ability to access and use the Services) unless:

12.3.1 Our legal, tax or regulatory obligations require us to end our agreement with you without such notice.

12.3.2 We receive notification from HMRC or other taxation or regulatory authority that you are not complying with your legal obligations, including not properly charging or accounting for VAT or other taxes or duties payable in respect of sales made using the Services.

12.3.3 It is imperative for us to end our agreement with you either immediately or on shorter notice. For example, we may end our agreement with immediate effect if you become insolvent or we discover that your items are unsafe or counterfeit or present a danger to minors or if we reasonably suspect you of fraud or of using Jog It On to spam others.

12.3.4 You have repeatedly breached our terms and conditions.

12.4 If we are suspending or restricting an individual listing, or terminating your use of the Services, we will normally give you a written statement of the specific facts or circumstances which led to our decision and which of our terms and conditions we consider you've broken. If we're acting in response to a notification from someone else, we'll also share the contents of that notification with you. However, we won't give you such a statement if:

12.4.1 We are subject to a legal, tax or regulatory obligation not to provide the specific facts or circumstances or to set out our reasons.

12.4.2 We are ending our agreement with you because you have repeatedly breached our terms and conditions.

12.5 We will send our statement to you via email or another durable medium. Where we are suspending or restricting an individual listing, we will send the statement before or at the time of the suspension or restriction. If we are ending our agreement with you, we will send the statement at the same time that we give notice that we are ending our agreement.

12.6 You may stop using the Services at any time by removing your listed items. Where a listed item is subject to an auction, you will need to wait for the auction to conclude before removing the listed item (if it is not sold).

13. Complaints

If you want to complain about our Services or the way we've treated you, including because you disagree with us restricting or suspending a listing for your items or terminating your access or use of the Services, please contact us at contact@jogiton.com.

14. Obligations on termination

14.1 On termination of your right to access or use the Services (for whatever reason) you must (unless we tell you otherwise):

14.1.1 Immediately remove all listed items from Jog It On.

14.1.2 Leave your buyer facing profile (excluding listings for your items) live until 60 days after your fulfilment of the last order you received through Jog It On, to allow buyers to contact you about orders previously submitted. Once this period has expired you must remove your buyer facing profile.

14.1.3 Continue to comply with our terms and conditions insofar as they relate to sales made before removal of your listed items.

14.2 On termination, we:

14.2.1 May remove all of your listed items from Jog It On, if you've not already done so, and reject any order received after our agreement with you ends.

14.2.2 May remove your buyer facing profile from Jog It On, if you've not already done so, except that we can keep it live until 60 days after your fulfilment of the last order you received through Jog It On, to allow buyers to contact you about orders previously submitted.

15. Limitations on liability and platform availability

15.1 When we talk about liability in these terms we mean every kind of liability arising under or in connection with this agreement including but not limited to liability in contract, tort (including negligence), misrepresentation, restitution or otherwise.

15.2 Nothing in these terms limits any liability (whether yours or ours) which cannot legally be limited, including but not limited to liability for:

15.2.1 Death or personal injury caused by negligence.

15.2.2 Fraud or fraudulent misrepresentation.

15.2.3 Breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession).

15.3 The limitations and exclusions set out in these terms do not apply in respect of:

15.3.1 Any liability arising from your or our deliberate default.

15.3.2 Your liabilities to us under clause 16 (Claims).

15.4 Except in respect of liabilities neither you nor we limit or exclude, we will not be liable to you and you will not be liable to us for:

15.4.1 Loss of profits.

15.4.2 Loss of sales or business.

15.4.3 Loss of agreements or contracts.

15.4.4 Loss of anticipated savings.

15.4.5 Any indirect or consequential loss.

15.5 Except in respect of liabilities we do not limit or exclude (which are uncapped), our total liability to you is capped at the total value of our fees (excluding VAT) generated on sales made by you on Jog It On in the 12 months prior to the event giving rise to the liability, or, if greater, the sum of £5,000.

16. Claims

16.1 if anyone, including (but not limited to) a buyer, another seller or user of the Services, any regulator, HMRC, couriers or any third party rights holder, makes a claim or takes any kind of action against us in connection with:

16.1.1 Your items, their importation to the UK and their advertisement or sale using our Services.

16.1.2 Content you've uploaded to or otherwise distributed through our systems, including but not limited to your seller profile, your listing information, your communications with buyers, advertising, and any omissions or inaccuracies in such content.

16.1.3 Things we have or haven't done in reliance on information you've provided (or omitted to provide) to us, including our exercise of rights you've granted to us.

16.1.4 Things you have or haven't done including but not limited to any breach of our terms and conditions,

(a third party claim), then you must, at our option and as we request, either help us defend or deal with the third party claim or defend or deal with it on our behalf, in each case at your own expense. If we ask you to defend or deal with a claim on our behalf, you must get our prior written agreement before settling or compromising it or attempting to do so.

16.2 You must pay us an amount (calculated on a full indemnity after-tax basis) equivalent to any liabilities, fines, costs, expenses, damages and losses (including but not limited to any direct losses, loss of profit, loss of reputation and any tax liabilities or third party charges) and all interest, penalties and legal costs and all other reasonable professional costs and expenses (liabilities) we incur arising out of or in connection with any third party claim.

17. Product Recall

17.1 You must maintain appropriate, up-to-date and accurate records to enable the immediate recall of any of any of your items from the market.

17.2 You are liable to buyers for the product recall of any of your items.

17.3 If we ask you to, you must give us evidence that you have promptly complied with your product recall obligations.

17.4 We reserve the right to suspend or restrict listings for unsafe items or terminate your access and use of the Services and notify the buyers and the public of what we have done and why, by whatever means we consider appropriate.

18. Data Protection

18.1 We and you may share with each other the following types of personal data we've collected in connection with this agreement (shared personal data):

18.1.1 Names, addresses and contact details of buyers for your items.

18.1.2 Information about buyer orders for your items, including any personalisation requests.

18.1.3 Information about buyer queries and complaints in relation to orders.

18.1.4 Information about buyer searches and activity on the site.

18.1.5 Information about our respective employees.

18.1.6 Information about individuals working with other organisations that we or you work with.

18.2 We and you agree that we shall only process shared personal data which we receive from the other for the following purposes:

18.2.1 Fulfilling orders for your items.

18.2.2 Dealing with queries and complaints from buyers about your items.

18.2.3 Marketing our products and services to buyers, subject to appropriate consents to marketing being in place.

18.2.4 Dealing with each other's employees and individuals working with other organisations for the purposes of providing the Services.

18.3 Both we and you shall comply with all the obligations imposed on a controller under UK data protection law.

18.4 Both we and you will:

18.4.1 Ensure that all necessary notices, consents and lawful bases are in place to enable lawful transfer of the shared personal data to the other as well as to their employees and the entities they use in connection with our agreement with you (permitted recipients).

18.4.2 Give full information to any data subject whose personal data may be processed under our agreement about the nature of such processing. This includes giving notice that, when this agreement ends, personal data relating to them may be retained by or transferred to one or more of the permitted recipients, their successors and assignees.

18.4.3 Not disclose or allow access to the shared personal data to anyone other than the permitted recipients.

18.4.4 Ensure that all permitted recipients are subject to written contractual obligations concerning the shared personal data (including obligations of confidentiality) which are no less demanding than those imposed by these terms.

18.4.5 Ensure that appropriate technical and organisational measures are in place to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data.

18.4.6 Not transfer any shared personal data received outside the UK without ensuring that

(a) the transfer is to a country approved under UK data protection law as providing adequate protection;

(b) there are appropriate safeguards or binding corporate rules in place, pursuant to UK data protection law;

(c) we or you (as appropriate) otherwise comply with all the obligations imposed under UK data protection law by providing an adequate level of protection to any personal data that is transferred; and

(d) one of the derogations for specific situations in UK data protection law applies to the transfer.

18.5 Both we and you shall assist the other in complying with UK data protection law. The things we and you will do include but are not limited to:

18.5.1 Consulting the other about any notices given to a data subject in relation to the shared personal data.

18.5.2 Promptly telling the other about receipt of a data subject rights request in relation to the shared personal data.

18.5.3Providing the other with reasonable help in complying with any data subject rights request in relation to the shared personal data.

18.5.4 Not disclosing, releasing, amending, deleting or blocking any shared personal data in response to a data subject rights request without first consulting the other, wherever possible.

18.5.5 Helping the other (at the other's cost) to respond to any data subject rights request and to comply with UK data protection law with respect to security, personal data breach notifications, data protection impact assessments and consultations with the Information Commissioner or other regulators.

18.5.6 On becoming aware of a breach of UK data protection law (by themselves or the other), notifying the other of it as soon as reasonably possible.

18.5.7 When our agreement with you ends, either deleting or returning shared personal data (and any copies of it) received from the other, unless required by law to store it.

18.5.8 Using technology compatible with the other's technology to process shared personal data, to ensure that transfers to or from the other don't result in inaccuracies.

18.5.9 Maintaining complete and accurate records and information to demonstrate that it has complied with these provisions.

18.5.10 Providing the other with contact details of at least one employee as point of contact and responsible manager for all issues arising out of UK data protection law, including the procedures to be followed in the event of a data security breach, and the regular review of the parties' compliance with UK data protection law.

19. Contact

If you have any questions or complaints about our Website, please contact us at contact@jogiton.com. Any notices that we may wish to draw to your attention will be displayed on our Website or emailed to you.

20. Applicable law

Each and every transaction carried out on or as a result of the Services is deemed to be completed within Great Britain and shall be governed by and interpreted in accordance with the law of England and Wales. Our terms and conditions (and any dispute, controversy, proceedings or claim of whatever nature in relation to them) shall be governed and interpreted in accordance with the law of England and Wales and the courts of England and Wales shall have exclusive jurisdiction in relation to it.

21. Events beyond our control

Jogiton Online Limited will not be in breach of our terms and conditions or otherwise liable for any delay in performance to the extent that any delay or failure is due to circumstances beyond its reasonable control and including, without limitation, strikes, lock-outs and other industrial disputes, pandemic, breakdown of systems or network access, flood, fire, explosion or accident.

22. Invalidity

If any part or parts of these terms and conditions are unenforceable (including any provision in which we exclude our liability to you) the enforceability of any other part of these conditions will not be affected.

23. Entire agreement

Our terms and conditions, together with any document expressly referred to within their provisions, contain the entire agreement between us relating to the subject matter covered and supersede any previous rules, agreements, arrangements, undertakings or proposals, written or oral, between us in relation to such matters or any statements made to you by any person, including (without limitation) any of our employees or agents. Save for fraud or fraudulent misrepresentation, we shall have no liability for any such representation being untrue or misleading.

24. Defined Terms

Terms in bold have the following meanings

appropriate technical and organisational measures

has the meaning set out in UK data protection law.

controller

has the meaning set out in UK data protection law.

UK data protection law

means all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the Data Protection Act 2018 (DPA 2018) (and regulations made thereunder); the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended and all other legislation and regulatory requirements in force from time to time which apply to either you or us relating to the use of personal data (including, without limitation, the privacy of electronic communications); and the guidance and codes of practice issued by the Information Commissioner or other relevant regulatory authority and applicable to either you or us.

data subject

has the meaning set out in UK data protection law.

insolvent

means, in relation to either party that it has taken any step or action in connection with:

• Entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring).
• Applying to court for, or obtaining a moratorium under, Part A1 of the Insolvency Act 1986.
• Being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring).
• Having a receiver appointed to any of its assets.Ceasing to carry on business.
• If the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction.

liabilities

means any liabilities, fines, costs, expenses, damages and losses (including but not limited to any direct, loss of profit, loss of reputation and any tax liabilities or third party charges) and all interest, penalties and legal costs and all other reasonable professional costs and expenses.

listed items

items listed by a seller on Jog It On for sale or auction

personal data, personal data breach, process, processing and processed

have the meaning set out in UK data protection law.

shared personal data

the following types of personal data we and you've collected in connection with our agreement with you in connection with the Services:

• Names, addresses and contact details of buyers for your items.
• Information about buyer orders for your items, including any personalisation requests.
• Information about buyer queries and complaints in relation to orders.
• Information about buyer searches and activity on the site.
• Information about our respective employees.
• Information about individuals working with other organisations that we or you work with.

third party claim

means a claim or any kind of action against us made by anyone, including (but not limited to) a buyer, any regulator. HMRC, couriers or any third party rights holder, in connection with:

• Your items, their importation to the UK and their advertisement or sale using our Services.
• Content you've uploaded to or otherwise distributed through Jog It On, including but not limited to your seller profile, your item listings, your communications with buyers, advertising, and any omissions or inaccuracies in such content.
• Things we have or haven't done in reliance on information you've provided (or omitted to provide) to us, including our exercise of rights you've granted to us.
• Things you have or haven't done including but not limited to any breach of our terms and conditions.