Welcome to Your Marketplace (“Marketplace”, “we”, “us”, “our”). These Terms of Service (“Terms”) govern your access to and use of the Marketplace and related services. By creating an account or using the Marketplace, you agree to these Terms.
This template is provided for general informational purposes only and does not constitute legal advice. Please consult your legal counsel to adapt it to your jurisdiction and business model.

1) Definitions

“Seller” means a third‑party merchant offering goods/services via the Marketplace. “Buyer” means a user purchasing from a Seller. “Listing” means a product or service page published by a Seller. “Order” means a Buyer’s purchase request accepted by a Seller.

2) Eligibility & Accounts

You must be legally capable to enter into contracts in your jurisdiction. You are responsible for safeguarding your account credentials and for all activities under your account. Provide accurate information and update it as needed.

3) Marketplace Role

The Marketplace provides a platform for Sellers and Buyers to transact. Unless stated otherwise, we are not the Seller of items listed by third parties and are not a party to the contract between Buyer and Seller. We may facilitate payments, provide dispute processes, and enforce policies (see Seller Policy), but do not guarantee Listings, availability, pricing, or delivery times.

4) Seller Terms

• Compliance & Licensing: Sellers must comply with applicable laws, permits, taxes, labeling, and safety standards.
• Listings: Must be accurate, complete, non‑misleading, and include all required disclosures (price, taxes, shipping, limitations) per the Seller Policy.
• Inventory & Fulfillment: Maintain stock accuracy and ship Orders within stated handling times.
• Pricing & Taxes: Sellers set prices and are responsible for applicable taxes unless otherwise specified in a separate agreement.
• Customer Service: Respond to Buyer inquiries within reasonable time and resolve issues in good faith.
• Returns & Refunds: Publish a clear policy consistent with law and these Terms; honor approved returns/refunds.
• Data Use: Use Buyer data only for order fulfillment and as permitted by law and our policies (see Privacy Policy).
• Brand & IP: Do not infringe third‑party rights; grant us a limited license to display Listings on the Marketplace.

5) Fees & Payouts

We may charge commissions, subscription fees, payment processing fees, and other service fees (“Fees”). Fees and schedules will be communicated in the Seller dashboard or a separate agreement. Payouts may be subject to holds, reserves, chargebacks, refunds, and compliance checks as described in the Seller Policy.

6) Buyer Terms

By placing an Order, you agree to pay the total price shown (including shipping, taxes, and Fees where applicable). Review the Seller’s policy before purchase (see Buyer/Seller Policy). Your contract for the item is with the Seller unless we are explicitly listed as the merchant of record.

7) Orders, Shipping & Delivery

Order acceptance occurs when the Seller confirms or ships the item. Estimated delivery dates are not guarantees. Risk of loss transfers as specified by law or the Seller’s policy. Shipping restrictions may apply by destination or product category.

8) Cancellations & Returns

Cancellation and return rights are governed by the Seller’s policy and applicable law. Where a return is approved, the Buyer must follow the provided instructions. Refunds may be issued to the original payment method, less any non‑refundable Fees as permitted by law.

9) Prohibited Products & Activities

Listings and activities that are illegal, unsafe, fraudulent, infringing, or otherwise prohibited by our policies are not allowed. This includes (non‑exhaustive): counterfeit goods, stolen property, illegal drugs or paraphernalia, hazardous materials, deceptive or harmful practices, and any goods/services restricted by applicable law or regulatory requirements. See also our IP/DMCA policy: /ip-policy.

10) Intellectual Property

Sellers warrant they have rights to the content and items they list. We may remove content alleged to infringe IP rights. Submit notices to: support@example.com.

11) Ratings & Reviews

Reviews must reflect genuine experiences and comply with our guidelines. We may remove reviews that are abusive, misleading, or violate law/policy.

12) Privacy & Data

Your use of the Marketplace is subject to our Privacy Policy. Where applicable, a Data Processing Addendum (DPA) may govern Seller processing of Buyer data.

13) Third‑Party Services

The Marketplace may integrate third‑party tools (e.g., payments, shipping). Your use of such services may be subject to their terms and policies.

14) Suspension & Termination

We may suspend or terminate accounts or Listings for policy violations, suspected fraud, legal risk, or platform integrity reasons. We may retain, withhold, or offset payouts as permitted to manage risk, chargebacks, or legal obligations.

15) Changes to the Service / Terms

We may update the Service and these Terms from time to time. Material changes will be communicated through the site or email where feasible. Continued use after changes constitutes acceptance.

16) Disclaimers

To the maximum extent permitted by law, the Marketplace is provided “as is” and “as available”, without warranties of any kind, express or implied, including fitness for a particular purpose, non‑infringement, and uninterrupted availability.

17) Limitation of Liability

To the maximum extent permitted by law, neither we nor our affiliates shall be liable for indirect, incidental, special, consequential, or punitive damages, or loss of profits, revenue, data, or goodwill. Our aggregate liability relating to the Service shall not exceed the greater of (a) the Fees paid by you to us in the 6 months preceding the event giving rise to the claim, or (b) USD 100.

18) Indemnification

You agree to defend, indemnify, and hold harmless Your Company Ltd., its affiliates, and personnel from any claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from your Listings, products, use of the Service, or violation of these Terms or law.

19) Governing Law & International Arbitration

These Terms are governed by general principles of international commercial law and conventions, without regard to conflict‑of‑laws rules. Any dispute arising out of or in connection with these Terms or the Marketplace shall be finally resolved through international arbitration, administered under the UNCITRAL Arbitration Rules (or another mutually agreed institutional set of rules). The number of arbitrators, the seat (place) of arbitration, and the language of arbitration may be specified in the Seller Policy or as mutually agreed by the parties. Judgment on the award rendered by the arbitrator(s) may be entered in any court of competent jurisdiction.

20) Contact

Your Company Ltd.
123 Example St, City, Country
support@example.com

21) Appendices

• Appendix A — Seller Code of Conduct
• Appendix B — Service‑Level Targets (Fulfillment & Support)
• Appendix C — Data Processing Addendum (if applicable)