Effective Date: 27 August 2025
Preamble:
This document constitutes a legally binding agreement ("Agreement") between you, the User ("You" or "User"), and STUBAY (PVT) LTD, a private limited company duly incorporated under the laws of Sri Lanka ("STUBAY," "We," "Us," or "Our"). This Agreement governs your use of the e-commerce platform, services, and applications accessible via https://www.stubay.shop (collectively, the "Platform").
By registering for an account, accessing the Platform, or clicking to accept these Terms when the option is made available to you, you acknowledge that you have read, understood, and agree to be bound by this Agreement and all policies incorporated by reference, including our Privacy Policy. If you do not agree to these terms, you are prohibited from using the Platform.
3.1. Account Confidentiality: You are responsible for maintaining the confidentiality of your account login credentials and are fully responsible for all activities that occur under your account. You agree to immediately notify STUBAY of any unauthorized use of your account.
3.2. Vendor Status Verification: As a Vendor, you represent and warrant that you are a current student. You agree to provide proof of student status upon request. You must notify STUBAY if your student status changes (e.g., upon graduation or withdrawal). STUBAY may, at its discretion, provide a grace period or transition plan for graduating Vendors.
3.3. One Account: Each User is permitted to have only one active account unless explicitly authorized by STUBAY.
4.1. Product Listings: All Product listings must be accurate, complete, and not misleading. This includes clear descriptions, high-quality images, and transparent pricing. All applicable taxes (such as VAT) must be included in the final price or clearly stated.
4.2. Fulfillment and Shipping: Vendors are solely responsible for the fulfillment of orders in a professional and timely manner. This includes secure packaging, arranging delivery, and providing Buyers with valid tracking information where applicable. The Vendor bears the full risk of loss or damage to Products until the Product is delivered to the Buyer.
4.3. Customer Service: Vendors are expected to respond to Buyer inquiries and issues promptly and courteously.
4.4. Legal Compliance: Vendors warrant that they have the legal right to sell the Products they list and that the Products themselves comply with all applicable Sri Lankan laws and regulations.
5.1. Service Fees: STUBAY will charge a service fee (commission) for each transaction completed on the Platform. The applicable fee structure will be detailed in your Vendor dashboard or on a separate Fee Schedule page. These fees are non-refundable and subject to change upon notice.
5.2. Payment Processing: All financial transactions are managed through our designated third-party payment processors. By using the Platform, you agree to their respective terms and conditions.
5.3. Payouts: Funds from sales (less STUBAY's fees) will be held by STUBAY before being disbursed to the Vendor. Payout schedules and methods will be specified by STUBAY. We reserve the right to place holds on funds or delay payouts for security reasons, fraud investigation, or to resolve disputes.
5.4. Tax Responsibility: Each Vendor is solely responsible for determining and fulfilling their own tax obligations (e.g., income tax) arising from sales on the Platform. STUBAY is not responsible for collecting, remitting, or advising on taxes.
6.1. Vendor Policies: Vendors must establish and clearly display their own policies for returns, exchanges, and refunds.
6.2. Dispute Resolution Process: In the event of a dispute between a Buyer and a Vendor, Users agree to follow this process:
* Step 1: Direct Communication: The Buyer and Vendor must first attempt to resolve the issue directly through the Platform's messaging system.
* Step 2: Escalation to STUBAY: If a resolution is not achieved within seven (7) business days, either party may escalate the dispute to STUBAY for mediation.
* Step 3: STUBAY's Role: STUBAY will review the dispute and may act as a non-binding mediator. Based on our findings, STUBAY reserves the right to take action, including issuing a refund to the Buyer from the Vendor's pending funds or suspending a User's account.
7.1. In addition to the prohibited items listed previously, Users are forbidden from engaging in:
* Data mining, scraping, or using any automated means to access the Platform's data.
* Attempting to reverse-engineer, decompile, or disrupt the Platform's software.
* Posting any Content that is defamatory, obscene, fraudulent, or infringes on the rights of any third party.
* Manipulating prices or interfering with other Vendors' listings.
7.2. STUBAY retains the absolute right to remove any Content or suspend any User that it deems, in its sole discretion, to be in violation of these terms, without prior notice.
8.1. STUBAY's IP: The Platform and its original content, features, and functionality are and will remain the exclusive property of STUBAY (PVT) LTD and its licensors.
8.2. User Content License: By submitting Content, you grant STUBAY a worldwide, non-exclusive, royalty-free, sub-licensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform the Content in connection with the service and for STUBAY's promotional purposes.
9.1. NO WARRANTY: TO THE FULLEST EXTENT PERMITTED BY LAW, THE PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. STUBAY DOES NOT GUARANTEE THE QUALITY, SAFETY, OR LEGALITY OF PRODUCTS SOLD.
9.2. LIMITATION OF LIABILITY: TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, STUBAY (PVT) LTD, ITS DIRECTORS, OFFICERS, EMPLOYEES, AND AGENTS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (I) YOUR USE OF THE PLATFORM; (II) ANY TRANSACTION OR RELATIONSHIP BETWEEN USERS; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SERVERS. IN NO EVENT SHALL STUBAY'S AGGREGATE LIABILITY EXCEED THE TOTAL COMMISSIONS PAID BY YOU TO STUBAY IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.
You agree to defend, indemnify, and hold harmless STUBAY (PVT) LTD and its officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Platform; (ii) your violation of any term of this Agreement; (iii) your violation of any third-party right, including without limitation any copyright, property, or privacy right; or (iv) any claim that your Content caused damage to a third party.
11.1. Termination Rights: STUBAY may terminate or suspend your account and access to the Platform immediately, without prior notice or liability, for any reason whatsoever, including a breach of this Agreement.
11.2. Consequences of Termination: Upon termination, your right to use the Platform will cease. All your listings will be removed. STUBAY may, in cases of termination due to fraudulent or illegal activities, withhold any pending payouts to cover potential damages or for legal compliance.
This Agreement shall be governed and construed in accordance with the laws of the Democratic Socialist Republic of Sri Lanka, without regard to its conflict of law provisions. You agree to submit to the exclusive jurisdiction of the courts located in Colombo, Sri Lanka to resolve any legal matter arising from this Agreement.
13.1. Entire Agreement: This Agreement constitutes the entire agreement between you and STUBAY and supersedes all prior agreements.
13.2. Severability: If any provision of this Agreement is held to be invalid or unenforceable, that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions will remain in full force and effect.
13.3. No Waiver: No waiver of any term of this Agreement shall be deemed a further or continuing waiver of such term or any other term.
13.4. Force Majeure: STUBAY shall not be liable for any failure to perform its obligations hereunder where such failure results from any cause beyond STUBAY's reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.
We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We will provide at least 30 days' notice prior to any new terms taking effect. By continuing to access or use our Platform after those revisions become effective, you agree to be bound by the revised terms.
For any inquiries regarding this Agreement, please contact us at: info@stubay.shop
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