Terms and Conditions
1. INTRODUCTION
1.1 By clicking “Submit”, you unconditionally acknowledge and agree that these T&C shall exclusively govern our performance of the Services for you.
1.2 If for any reason, you refuse to accept these T&C, you acknowledge and agree that you will not be able to submit any Takeback Requests to Us and We will not have any obligation to perform any Services for you whatsoever.
2. PARTIES
2.1 REFLAUNT PTE. LTD. is a private limited company incorporated under Singapore law with registration number 201819230E (“Reflaunt”, “we”, “our”, “us”). our registered address is 160 Robinson Road, #14-04 Singapore Business Federation Center, Singapore 068914.
2.2 You are the Party to whom We shall be performing the Services for (“you”, “your”, “yours”).
3. YOUR STATUS
3.1 By submitting a Takeback Request to Us through the Website, you warrant and represent to Us that you:
3.1.1 are at least 18 years of age;
3.1.2 have read, understood and accepted these T&C;
3.1.3 are duly authorised to submit the Takeback Request;
3.1.4 intend to enter into a legally binding contract with Us if we accept your Takeback Request ; and
3.1.5 are otherwise legally capable of entering into binding contracts.
4. TAKEBACK REQUEST SUBMISSION
4.1 By following the instructions on our Website you may submit a Takeback Request for the Takeback Services (as applicable).
4.2 Each Takeback Request from you constitutes an offer to Us to buy the applicable Services, and is subject to our acceptance, which We will communicate to you via notice on the Website and/or email.
4.3 Once a Takeback Request is accepted by Us, it shall become a binding contract between you and Us, which shall incorporate and be performed in accordance with these T&C.
4.4 Following our completion of the Inspection Services we will submit a Payout Summary to you. This is a final, non negotiable notice outlining the amount of Online Credits you will receive for your Takeback Request. Note that no Online Credits will be issued for submissions deemed not compliant with these T&C.
4.5 We may display on the Website an indicative amount of Payout that you will receive for each Item based on the information you provided. This is not a binding offer and Reflaunt reserves the right to modify the Payout amount upon Inspection of each Item.
4.6 You acknowledge and agree that once shipped to Reflaunt, you cannot request for the Items to be shipped back to you. By sending your Items to Reflaunt via the chosen Shipping Method as outlined in Clause 4.7, you automatically agree to any Payout Summary and amount that will be communicated after Inspection.
4.7 During the Takeback Request Submission, you will select a Shipping Method among the following options:
4.7.1 Carrier drop-off: Reflaunt will send you via email a prepaid shipping label to be placed on the parcel and dropped off at the relevant Carrier’s location. You are solely responsible for the appropriate packaging of the Items such as to avoid damage or loss.
4.7.2 Other Shipping Methods may be made available to you as described on the Website.
5. ITEM INSPECTION
5.1 Upon receipt of an Item from you, We will evaluate it to determine, in Our sole discretion, its authenticity, quality, and value. The Item’s condition will affect our valuation and the Payout Summary submitted to you.
5.2 You acknowledge and agree that we may reject any Item that is, or that we, in our sole discretion, suspect may:
5.2.1 not be of the quality or standards or type of goods that we require for our Takeback Services (including but not limited to: stains, holes, odours, alterations and missing care labels);
5.2.2 be damaged or incomplete;
5.2.3 be in breach of any Applicable Law;
5.2.4 contain any illegal or unsustainably traded wildlife products;
5.2.5 be in poor taste, discriminatory or otherwise be offensive;
5.2.6 have been given to you as gifts or otherwise are missing proof of origin / source of the Item;
5.2.7 be items purchased through employee sales, uniforms, or items that do not appear in the search feature on the Website
5.2.8 be counterfeit or otherwise infringe any Third Party’s IPR.
5.3 You further acknowledge and agree that to retain the security and effectiveness of our inspection process, we are not obliged to explain or evidence any determination we may make under Clause 5.1.
5.4 You further acknowledge and agree that if we make a determination under Clause 5.2.8, we will not return the Item(s) to you and will instead arrange for it to be destroyed or, at our discretion, turned over to the appropriate law enforcement agency.
5.5 The outcome of our Inspection may be that the Item is (a) eligible for resale, (b) eligible for recycling with , or (c) rejected under Clause 5.2.
6. PERFORMANCE OF THE SERVICES
6.1 Subject to you performing your obligations in accordance with these T&C, We shall use all reasonable efforts to perform the Services, and receive the Item(s) in accordance with these T&C, Applicable Law and good industry practice.
7. PAYOUTS TO YOU
7.1 For every Item deemed eligible for the Takeback Service, we will issue a Payout Summary and arrange for the payment to you of the applicable Payout promptly following the completion of our Inspection. The Payout shall be paid to you in the form of Online Credit. You may not receive any Payout for items rejected under Clause 5.2.
7.2 Note that no currency conversions will be made by us, the Online Credit will be issued in the currency of the market where you submitted the Takeback Request.
8. ONLINE CREDIT
8.1 You acknowledge and agree that Online Credits are issued by a Third Party who is not under Our control and We have no responsibility for, and that:
8.1.1 we do not endorse the terms of any Online Credit scheme;
8.1.2 the Online Credits are governed by their own terms and conditions;
8.1.3 by electing to receive Online Credit your are at your own discretion entering into a commercial agreement with a Third Party, and you will be subject to the terms and conditions applicable to that Online Credit scheme;
8.1.4 We do not guarantee the quality, suitability, or performance of any Third Party that provides or is associated with any Online Credit;
8.1.5 We provide no warranties nor give any representations or undertakings as to the Online Credit; and
8.1.6 We shall not be liable to You for any damages, liability or losses of any nature whatsoever whether direct, indirect or consequential caused or arising under or in connection with any transaction or relationship between You and any Third Party provider of Online Credit.
8.2 Online Credits will typically be paid to you in the form of either i) a voucher code, or ii) as a credit to the electronic wallet associated with your customer account on the Brand Partner’s website.
9. TITLE & RISK
9.1 Reflaunt operates as a service provider and will not at any point or under any circumstance assume ownership or title over any item. Seller will pass the ownership of each item to the end buyer or Third Party to whom the Item is shipped to (including but not limited to recycling services providers).
9.2 You further acknowledge and agree that We do not endorse any Carrier and shall in no event be liable for any Item(s) lost or damaged by such Carrier.
10. YOUR OBLIGATIONS
10.1 To enable Us to perform the Services for you:
10.1.1 you hereby authorise us to act as your legal representative in relation to the Item(s) to extent required for us to perform the Services; and
10.1.2 you agree to promptly provide all information and documents requested by Us or as may be required for Us to perform the Services in a responsive and/or timely manner.
10.2 It is vitally important that:
10.2.1 all information which you provide is correct, complete and not misleading; and
10.2.2 if there are changes to the information provided to Us, you notify Us immediately.
11. COMMUNICATING WITH YOU
11.1 During our performance of the Services we will on occasion need to communicate with you – for example, to send you a shipping label or to communicate your Payout Summary.
11.2 All communications under these T&C shall be in writing and shall be delivered by email to the Party due to receive it at the Party’s designated email address, unless otherwise agreed in writing.
11.2.1 In our case, please send emails to perfectsecondmoment@reflaunt.com
11.2.2 In your case, we will send emails to the email address that you submitted to us with your Takeback Request.
12. WARRANTIES & REPRESENTATIONS
12.1 You warrant and represent to Us that:
12.1.1 these T&C shall constitute valid and binding obligations upon You;
12.1.2 You have the right to sell, and we will receive, the Item(s) free of any Lien or impediment to Title;
12.1.3 Our receipt, utilisation and/or exploitation of any Item(s) provided by You shall not breach any Third Party IPR;
12.1.4 you have the requisite legal authority to deal with the Item(s) and authorise us to Resell them on your behalf;
12.1.5 all information you supply to Us is true and accurate and We may rely on the same without the need for further verification;
12.1.6 you shall not (and shall not permit anyone else to) reproduce, modify, distribute, post, disclose or otherwise take or Use our IPR; and
12.1.7 you shall not breach any terms set out in these T&C.
13. GENERAL PAYMENT TERMS
13.1 All prices, fees, expenses referred to in this Contract or on the Website are exclusive of VAT, sales tax, withholding tax or any other taxes that may be applicable / levied.
13.2 If you do not pay any amount owed by you under these T&Cs in full and on time then We reserve the right to immediately:
13.2.1 terminate your User Account; and/or
13.2.2 suspend and/or terminate the provision and/or performance of the Services in whole or in part.
13.3 We may set off any sums we owe to you against any sums you owe to us. You may not set off any sums you owe to us against any sums we owe to you.
13.4 Irrespective of the capacity in which we act, you hereby grant to us a possessory lien and general preferential right on all Item(s) to guarantee all Claims and debts that we or any of our affiliates have against you.
14. LIABILITY
14.1 You acknowledge and agree that We (together with our officers, directors, employees, representatives, affiliates, providers and third parties) shall not be liable to you for any losses and/or liabilities whatsoever arising out of or in connection with:
14.1.1 Your Use of or reliance on the Services
14.1.2 your (in)ability to Use the Website and/or the Services;
14.1.3 for any delay or non-performance of our obligations under these T&C as a direct result of a Force Majeure Event;
14.1.4 any Third Party services (e.g. courier/shipping services) used by us in relation to the Services; or
14.1.5 any inaccuracy or other defect in any document or information you supply.
14.2 Any claim by You that we have damaged, stolen, or lost an Item must, within 10 days of the date that You became aware or should have reasonably become aware of the alleged damage, theft, or loss:
14.2.1 be notified to us in writing;
14.2.2 be accompanied with such evidence as we may request to validate Your claim (which may include returning the Item to us at your cost and expense).
14.3. Subject to Clause 17.6, if We validate and agree with your Claim We will provide you with the Payout You would have received had the Item been approved by us during Inspection.
14.4 Unless otherwise prohibited by Applicable Law, the remedy under Clause 14.3 constitutes Your sole remedy and entire recourse against Us for any Item that is damaged, stolen, or lost by Us and is in lieu of any other remedy otherwise available as a matter of Applicable Law.
14.5 Our maximum aggregate liability to you arising out of or in connection with these T&C is limited to the lower of US$50.00 or the Charges that we have received from you in relation to the relevant Service.
14.6 Other than any liability arising under Clause 14, neither Party shall be liable to the other Party for any loss of profits, loss of opportunity, loss of data or any special, indirect or consequential losses.
15.7 If We are ever found to be liable to you under these T&C, our liability will be to you only and not your subsidiaries, affiliates or any Third Party you deal with.
14.8 Any determination by us of an amount, price or rate applicable to these T&Cs will be conclusive evidence of the matters to which it relates.
14.9 You acknowledge and agree that:
14.9.1 We supply the Services on an “as is” and “as available” basis; and
14.9.2 except for those expressly set out in these T&Cs, we hereby exclude all implied conditions, warranties, representations or other terms which may apply to the performance of the Services to the maximum extent permitted by Applicable Law.
15. INDEMNITY
15.1 You acknowledge and agree that you shall fully indemnify, defend and hold Us harmless from and against any and all claims, losses and/or liabilities of whatever nature suffered, sustained or incurred, arising out of or in connection with:
15.1.1 your use of the Services;
15.1.2 our use of any and all information that you submit to Us; or
15.1.3 any Claim brought by a Third Party that you have submitted an Item to us that was counterfeit or otherwise breached that Third Party’s IPR.
15.2 For the purposes of Clause 18.1, We shall be deemed to include our affiliates, employees, agents, directors, shareholders and officers.
16. TERMINATION
16.1 We may immediately terminate any Contract with you under these T&C at any time for any reason by delivering written notice to you.
17. CONSEQUENCES OF TERMINATION
17.1 Upon termination of a Contract:
17.1.1 any outstanding payments owed by you to Us will immediately become due;
17.1.2 each Party take all possible action to mitigate any liabilities which may arise as a result of such termination; and
17.1.3 we will cease performance of our obligations under the Contract.
17.2 Clauses 7, 8, 9, 11, 13, 14, 15, 17, 18 and 19 shall survive the termination of these T&C.
17.3 Clause 17.2 does not limit the survivability of other provisions, which by their nature, are likewise intended to survive the termination and/or expiry of these T&C.
18. INTELLECTUAL PROPERTY
18.1 The Intellectual Property Rights (IPR) owned by a Party prior to the date of a Contract and made available to the other Party in connection with that Contract shall remain the absolute property of the granting Party.
18.2 You acknowledge and agree that:
18.2.1 You only get a licence to use Our IPR to the extent required to receive the benefit of the Services;
18.2.2 you shall not (and shall not permit anyone else to) reproduce, modify, distribute, post, disclose or otherwise take or use our IPRC;
18.2.3 all IPR created by our performance of the Services shall vest unconditionally and immediately upon its creation with Us;
18.2.4 any unauthorised use or reproduction of our IPR by you or any Third Party authorised, permitted or enabled by you is a very serious issue that will materially impact our business; and
18.2.5 should our IPR be infringed or copied in contravention of these T&C, our losses may be substantial.
19. GENERAL PROVISIONS
19.1 Each Party shall comply at all times with all applicable law, including all applicable data protection and privacy legislation.
19.2 You acknowledge and agree that We may amend these T&C at any time at our discretion and you will be deemed to have accepted any amendments if you continue using any Services after the amendments are published.
19.3 Each Party acknowledges and agrees that it is reasonable that damages alone may not be an adequate remedy for breaches of these T&C; and the impacted Party may seek interim or injunctive relief.
19.4 We may, in our sole and absolute discretion and at any time, modify, suspend or terminate operation of or access to the Website (or any part thereof) and/or our performance of Services.
19.5 These T&C constitutes the entire agreement between you and Us relating to our provision and/or performance of the Services, to the exclusion of all other terms and conditions, and any prior written or oral agreement between both Parties.
19.6 You may not assign, novate, or otherwise transfer all or any of your rights, benefits or obligations under these T&C without our prior written approval.
19.7 We may assign, transfer or deal in any way with our rights under these T&C including to an affiliate or any Third Party.
19.8 No failure to exercise, nor any delay in exercising, any right, power or remedy under these T&C shall operate as or be deemed a waiver of the same. Waivers must always be given in writing.
19.9 Any waiver of any breach of these T&C shall not be deemed to be a waiver of any subsequent breach.
19.10 If any provision of these T&C is determined to be invalid, illegal or void by any court or administrative body of competent jurisdiction, these T&C shall be deemed modified to the minimum extent necessary to make them valid and enforceable.
19.11 Where the deemed modification in Clause 22.10 is not possible, the relevant invalid, illegal or void provision(s) shall be deemed deleted and the rest of these T&C shall still remain in full force and effect.
19.12 Except as expressly stated, these T&C do not create any rights that are enforceable by any Third Party. you acknowledge and agree that only you and We have rights under these T&C.
19.13 You acknowledge and agree that We may communicate with you by email sent without encryption over the internet. We will not be responsible for any loss or damage arising from the unauthorised interception, re-direction, copying or reading of emails, including any attachments. We will not be responsible for the effect on any computer system of any emails, attachments or viruses which may be transmitted by this means.
19.14 These T&C are drawn up in the English language and the English language version of the same shall always prevail over any translation. These T&C shall be construed, interpreted and administered in English.
19.15 These T&C are governed by, and shall be construed in accordance with, the law of Singapore. The United Nations Convention on Contracts for the International Sale of Goods will not in any way apply to this T&C or any sales or consignments made under this T&C.
19.16 Both Parties irrevocably submit to the exclusive jurisdiction of the courts of [Singapore] in relation to any disputes.
20. DEFINITIONS
20.1 “Brand Partners” means the brand or retailer applicable to the Resale of your Items or issuance of Online Credit for your Items (if applicable).
20.2 “Carrier” means a Third Party shipping services provider engaged for the purposes of collecting an Item from you or returning an Item to you.
20.3 “Charges” means the amount payable by you to us for Services, and all shipment charges and other fees and expenses due to us under the Contact or that we may otherwise reasonably incur performing the Services, such amounts being as set out on the Website or confirmed by us to you in writing from time to time (e.g. in a Price Proposal).
20.4 “Confidential Information” means these T&C and all information of any nature which a Party may have or acquire before or after the agreement date, however conveyed (whether in writing, verbally, in a machine-readable format or by any other means and whether directly or indirectly), and all information designated as confidential or which ought reasonably to be considered confidential.
20.5 “Contract” means a Takeback Request that We have accepted pursuant to Clause 4.3 and these T&C which shall be incorporated by reference and apply.
20.6 “Force Majeure Event” means any unforeseeable event or occurrence which is beyond the reasonable control of a Party and which prevents or delays that Party from performing any or all of its obligations under these T&C (e.g. acts of God, civil unrest, political situations etc.), or acts of God, war, fire, flood, explosion or civil commotion, epidemics, pandemics, any action taken by a governmental or public authority, work stoppages, strikes, shipping delays, supplier delays or failures, lockouts or other industrial disturbances.
20.7 “IPR” means patents, inventions (whether patentable or not), copyrights, moral rights, design rights, trade-marks, trade names, business names, service marks, Brand Partner logos, service names, trade secrets, know-how, domain names, database rights and any other intellectual property or proprietary rights (whether registered or unregistered, and whether in electronic form or otherwise) including rights in computer software, and all registrations and applications to register any of the aforesaid Item(s), rights in the nature of the aforesaid Item(s) in any country or jurisdiction, any rights in the nature of unfair competition rights, and rights to sue for passing off.
20.8 “Inspection Services” means the collection of an Item, the inspection of the Item’s quality and conditions, and the assignment of a Payout for the Item.
20.9 “Party” means either you or Us.
20.10 “Payout” means an amount received for an Item less the Charges.
20.11 “Takeback Request” means a request by you for Inspection and/or Concierge Takeback Services submitted to Us via the Website.
20.12 “Takeback Services” means:
20.12.1 processing of an Item for Resale;
20.12.2 taking high quality photographs of an Item;
20.12.3 creating product descriptions for the Item;
20.12.4 defining a Payout amount for the Item;
20.12.5 acting as your agent in relation to the resale, recycling or disposal of an Item; and
20.12.6 all incidental services required to properly perform the above.
20.13 “Resale” means the sale of an Item on the second-hand market by Reflaunt.
20.14 “Services” refers to the Takeback Services, and/or any other services as we may offer from time to time.
20.15 “Online Credit” means credit offered by a Brand Partner which will allow you to buy the goods and/or services of that Brand Partner with the same value, subject to the terms and conditions set by that Brand Partners.
20.16 “T&C” means these terms of business.
20.17 “Third Party” means a natural person or legal entity who is neither you nor Us.
20.18 “User Account” means the personal user account that you register with Us via the Website to gain access to the Services.
20.19 “Website” means the website at https://perfectsecondmoment.com and such other websites as may be operated by us or our affiliates from time to time.