The following describes the Terms and Conditions of which the marketplace operated by ConnectingDNA Global Pte Ltd offers you access to our services.

Overview
1.1. Introduction. Welcome to ConnectingDNA (the “Site”), and the online buying and selling community provided by the ConnectingDNA Global Pte Ltd (“the Marketplace” or “we”). This Marketplace Vendor Agreement (this “Agreement”) sets forth the terms and conditions that apply to selling Offerings on the Marketplace. By accepting this agreement upon registration as a Vendor, you accept the terms and conditions of this Agreement and willingly choose to become a user of this Site.

1.2. Modification. ConnectingDNA Global Pte Ltd reserves the right to modify this Agreement and said revisions will be effective immediately. All Marketplace Vendors will be notified about revisions to the Agreement and continued use will constitute acceptance of the revised Agreement by the Vendor.

1.3. Additional Policies. All related Marketplace policies are available in the appendix of this agreement. This Agreement includes by reference the following policies:

Appendix A. Marketplace Offering Pricing Policy

Appendix B. Marketplace Offering Quality Rating Policy

Appendix C. Marketplace Shipping Policy

Appendix D. Marketplace Vendor Payment Policy

Appendix E. Marketplace Vendor Rating Policy

Appendix F. Marketplace Customer Protection Policy

How to Become a Marketplace Vendor
2.1. To become a Vendor on the Marketplace, you must be at least 18 years old and a legal resident of your own country of residence.

2.2. All Vendor must agree to abide by the 10% commission fee for Products, and 15% commission fee for Services that will be imposed by the marketplace for sales incurred on that Site. For every sale made on the marketplace, Vendors will receive 90% of their published Product sale price for Products and 85% of their published Service sales price after 30 days of completing the sale. Apart from that, there may be additional charges incurred to all Vendors by 3^rd party payment providers (eg. Banks, PayPal, Stripe, etc) that is not under the purview of ConnectingDNA Global Pte Ltd to withdraw your funds out of our Site.

To deter fraud, all Vendors are also required to register a user account in the Site. To register for a Vendor account, you must provide your legal name, address, phone number and active email address as well as your legal business registration details. We do not accept any application from individuals who are not represented by a legal business entity. Your personal registration information is kept private according to the ConnectingDNA Privacy Policy. By accepting this Agreement, you authorize the Marketplace and its agents to make necessary inquiries to establish the validity of your user information and review your application. This may take the form of an auditing check, online research about your business entity and/or some form of account verification.

2.3. Once your Vendor application has been approved, and you become an authorized Vendor on the Marketplace, ConnectingDNA Global Pte Ltd allows you to create a username and password that gives you access to privileges available only to registered users of the Marketplace. Again, all personal information is kept private in accordance with the ConnectingDNA Privacy Policy. However, outside of our marketplace, it is your responsibility to keep your username and password secure to protect yourself. You are solely responsible for any actions taken under your username and password.

2.4. In order to provide a timely and efficient service to our customers, we encourage every Vendor’s to complete their customer orders within 30-days that is within the customer’s refund period. If any of your products have been shipped out within this 30-days and a refund request is triggered, we will inform the customer to return you the delivered product in an unopened state to satisfy the refund policies. If the product is opened already, such a refund is not possible.

How to List an Offering as a Vendor
3.1. After Vendors are given access to their ConnectingDNA Marketplace account. Within their Vendor Dashboard, the Vendor has the ability to edit account information, view and confirm orders, upload and manage inventory, view payment details and monitor their performance. The Vendor should navigate to the Inventory tab of the account to get started with listing their offerings (Products and/or Services). Small businesses and individual Vendors will add their inventory manually with the single upload tool within the Inventory tab of the account. When listing the offering(s), the Vendor assigns a price and describes the quality of each offering in accordance with the Marketplace Offering Pricing Policy and the Marketplace Offering Quality Rating Policy. As a Vendor, you agree to sell your listed offerings at the prices you set and to provide complete and accurate descriptions of the condition of the offerings listed for sale.

How Marketplace Offerings are Sold
4.1. All Marketplace Vendor offerings are listed on their related Categories within the Site. If a customer searches and identifies a Marketplace offer that he or she finds acceptable, he or she can add the Marketplace Offering to his or her shopping cart, and proceed with making the purchase through the standard Site checkout process.

4.2. Within your Offering listing page, Vendors can only recommend selected DNA test kits to be sold either separately, or as a bundle with your main offerings. For every DNA test kit that you recommend and is purchased via your Offerings page, you earn 10% commission from the DNA test kit prices sold.

Order Fulfilment by the Vendor
5.1. Vendors will receive email notification of completed sales of their listed Offerings as customer orders are completed. The Vendor should fulfil the order to the customer either by shipping the product sold directly to the customer as promptly as possible (if offering is a Product), or performing a professional service for the customer in accordance to the date and time set by the customer during the ordering process (if offering is a Service). Upon fulfilment of order, the Vendor must confirm by logging into their Vendor dashboard and selecting set the ‘complete’ stage for each pending sale. The Vendor MUST provide valid tracking information when confirming shipment of Product-based offerings. The tracking number can be provided via the Vendor dashboard.

5.2. If the Vendor is unable to fulfil that order for whatever reason, the Vendor must cancel that order before the end of the 2nd business day after the date the order was taken. For example, an order placed on Thursday must be cancelled by the end of the day on the following Monday, as Saturday and Sunday are not considered business days. If an order is cancelled, the Vendor will not be paid for that order.

5.3. Vendors will only be paid for orders that has been confirmed to be ‘Completed’. If the Vendor ships an order but does not confirm the shipment before the cut-off time, the Vendor will not be paid for that order. If the Vendor provides tracking information that is invalid, the Vendor will not be paid for that order.

Completing the Sale Transaction
6.1. After confirmation is received that the Vendor has completed an order, the Vendor’s account will be credited with the revenue from that sale after 30 days when that order has been marked completed. The amount that the Vendor receives will minus 10-15% (10% for Product Offerings / 15% for Service Offerings) by ConnectingDNA Global Pte Ltd as commission.

6.2. In the event that the customer did not receive the shipped Product offering, or the customer is dissatisfied due to the offering delivered (both Products and Services), we recommend to the customer that he or she contact the Vendor directly through the contact option within the marketplace. Once contacted, the Vendor has two (2) business days to respond to the customer. In the event that the Vendor has not responded to the customer’s email within that time frame or their response did not reach a desired resolution, the customer will pass this information along to the ConnectingDNA Customer Service department, which will provide an unbiased resolution as they see fit according to this Agreement. As a Vendor, you should review the Marketplace Customer Protection Policy (see Appendix F herein).

6.3. After the sale has been completed, an email will be sent by ConnectingDNA to the customer in which we ask the customer to provide feedback on the Vendor according to our Marketplace Vendor Rating Policy. We will make all feedback provided by customers available to all visitors and users of the Site.

6.4. Each Vendor will have the ability to view their Sales Performance in their Vendor dashboard. There are also tutorials and articles related to updated marketplace policies that Vendors are encouraged to read regularly.

Your Relationship to ConnectingDNA Global Pte Ltd
7.1. Permission. As a Vendor, you grant ConnectingDNA Global Pte Ltd permission to make a direct deposit to your bank, PayPal or Stripe account, and/or charge your credit card for disputes resolved against you.

7.2. Grant of License. In order to promote and facilitate the purchase of offerings you list for sale on the Marketplace, anything you provide us with which to promote and sell your offerings for sale can be used royalty-free and/or modified as ConnectingDNA and associates see fit without any prior consent.

Prohibited Offerings
8.1. Pornographic Materials. You agree not to list, sell or buy any pornographic or obscene materials through the Site, whether directly or indirectly.

8.2. Illegal Activity. You agree not to use this Site for unlawful purposes, to abide by all relevant local, state and federal laws, and not to register under a false name or use fraudulent financial information.

8.3 Stolen Property. The sale of stolen property is absolutely forbidden on the Marketplace. ConnectingDNA will actively assist law enforcement officials in their efforts to recover stolen property that may be listed for sale on this Site.

8.4 Promotional or Extraneous Materials. The customer’s name and address is provided for the sole purpose of shipping the offering(s) purchased and may not be used for any other purpose. You agree not to separately contact a customer beyond the shipment of purchases through the Marketplace, unless the customer initiates communication pursuant to the Marketplace Customer Protection Policy in order to resolve an issue with their purchase.

8.5 Solicitation of MLM/Direct Selling/Affiliate opportunities to your customers. While the selling of MLM/Direct Selling/Affiliate offerings related to our offering Catagories is permissible on Site, you may not link such offerings to actions that directly or indirectly promotes solicitation of business opportunities related to MLM/Direct Selling/Affiliate programs. If you are caught with business opportunity solicitation by any customers or other parties, your Vendor account will be immediately suspended for 3-months OR terminated depending on the severity of your actions.

Results of Violations to the Agreement
9.1. Investigations. In the event of complaints or violations, we may conduct an extensive investigation. You agree to cooperate fully and without reservations with such investigations.

9.2. Violations, Termination and Suspension. We may suspend or end your access to this Site, and remove your listed offerings if you (a) violate this Agreement; (b) do not cooperate with an investigation of a reported violation; (c) we are unable to verify your personal and/or financial information; or (d) we believe you are involved in illegal activity. Payments due to you may be suspended while an investigation takes place. We are not obligated to pay you for any sale if we have good reason to believe the offerings sold were in violation of this Agreement.

9.3. Disclosure of Information. Unlawful conduct may be reported to law enforcement officials in accordance with the ConnectingDNA Privacy Policy, and, as previously stated, we will cooperate fully in order to insure prosecution of offenders.

9.4. Making Adjustments. You authorize us to withhold payment for any money owed to ConnectingDNA Global Pte Ltd if one of the following situations is true: (a) a sale is cancelled for any reason; (b) a cancellation or refund is issued according to our Marketplace Customer Protection Policy; (c) we have reason to believe you committed an illegal act during the buying or selling process; or (d) you owe us a specific amount for any sale made through your Vendor account.

Your Warranties to the Marketplace
10.1. For all offerings you list as a Vendor, you guarantee that your offering descriptions and quality ratings accurately represent the condition of offerings offered for sale.

10.2. You guarantee that the information you provide us, and other users is accurate, legal, contains nothing that can be interpreted as in violation to the clause above.

10.3. You agree to indemnify the Marketplace and all its associates guiltless against all cost and expenses incurred by the Site and its associates that arise from any claim by third parties related to your actions or omissions.

Warranty
11.1. The Marketplace provides its services on an “as is” basis and makes no warranties of any kind.

11.2. The Marketplace claims no responsibility for any damages which may result from the purchase, sale, distribution or use of offerings sold through the Marketplace.

11.3. The Marketplace’s liability, and the liability of our suppliers, to you or anyone else in any circumstance is limited to the greater of (a) USD $100, and (b) the total dollar amount of all fees you have paid to us in the 12 months prior to the action allegedly giving rise to liability.

11.4. You agree that the Marketplace is not responsible in any way for the accuracy or suitability of any payment of taxes to any entity on your behalf. You shall indemnify and hold the Marketplace and its associates guiltless against all liabilities that may arise out of any third party or governmental claim that concerns (a) any federal, state or county tax obligation, (b) any dispute concerning the tax status of a Marketplace user as a Vendor of offerings.

11.5. ConnectingDNA Global Pte Ltd reserves the right at any time to modify or discontinue, temporarily or permanently, the Site or any part of the Site with or without notice.

We own the Intellectual Property Rights to our Site
12.1. You agree that anything with a trademark, patent or service mark is the property of ours and ours alone and you will refrain from using the same in any way that could be considered illegal by your country’s Patent and Trademark Office.

12.2. Copyright (c), ConnectingDNA Global Pte Ltd; the Marketplace, and all it’s associates are protected by the international copyright, trademark and other laws. Any unauthorized reselling, modification, distribution, transmission, republication, display, or performance of the software or the content on the Site is strictly prohibited.

Additional Terms of this Agreement
13.1. Notices. Except when stated otherwise, all notices to the Marketplace shall be sent to the email addresses provided on the Site (e.g., genie@staging.connectingdna.com). Except when stated otherwise, all notices to the Vendor shall be sent to the email address provided during the registration process.

13.2. Governing Law. These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of Singapore.

13.3. Responsibility for Taxes. The Marketplace is a venue only and is not responsible for the collection or remittance of any state and/or local sales taxes. Vendors are responsible for all tax related issues that may arise.

13.4. Miscellaneous. This Agreement contains all the contractual obligations between the Marketplace and its users and supersedes any other prior agreements. No amendments are valid unless they are made in accordance with the terms of this Agreement. This Agreement cannot be transferred without the consent of the Marketplace.

Appendix A. Marketplace Offering Pricing Policy
The Marketplace allows you to set your own price for your inventory and you may change the price of any offering at any time. Your Vendor account balance will be credited for 90% of the selling price for each Offering sold 30 days after the order has been marked ‘completed’. Apart from that, there may be additional charges incurred to you by 3^rd party payment providers (eg. Banks, PayPal, Stripe, etc) that is not under the purview of ConnectingDNA Global Pte Ltd to withdraw your funds out of our Site.

ConnectingDNA reserves the right to change their commission rate at any time. Vendors will be notified in advance if ConnectingDNA plans to implement changes to commission rates.

Please note: ConnectingDNA promotes its entire inventory, including Marketplace offerings, on partner sites. Should you wish to change the price of an offering once it is listed, it may take up to 24 hours before the price change is reflected on ConnectingDNA and its partner sites. In the event that you change the price of an actively listed offering and the offering sells at the previously listed price (that is, before the pricing update has taken place), your Vendor balance for that offering will be determined according to the previously listed price. In such an event, you can still cancel the order within your Vendor account rather than sell the offering for the previously listed price.

Appendix B. Marketplace Quality Rating Policy
It is important that the quality of your offerings is properly represented. Customers will be making purchasing decisions based on the quality ratings you provide. To ensure customer satisfaction as well as positive feedback ratings, please rate the condition of each offering honestly. If the quality of an offering is misrepresented, the Marketplace reserves the right to issue a full refund to the customer as stated in our Marketplace Customer Protection Policy and take the sale amount from your Vendor account balance.

Appendix C. Marketplace Shipping Policy
Processing and Confirming Product-based Orders
Confirming and filling orders is the most important thing a Vendor can do to keep their account in good standing with the Marketplace and to ensure positive customer feedback is received.

You will receive an email from the Marketplace for every pending order you receive. When you receive this email, you have until the end of the 2nd (second) business day following the order date to confirm the sale. To confirm the sale, you must log in to your account and input valid tracking information to confirm.

Shipping Orders
You may ship the order using any shipping carrier you like as long as they provide a tracking number with your shipment. Be sure to keep records of all tracking numbers as you will need the tracking number to confirm the order in your Vendor account and you may need it as proof of shipment in the event a shipment is lost in transit.

For protection against loss in the event of a dispute, we highly recommend that Vendors insure their shipments. If the Marketplace must refund the customer in the case of a damaged or lost package, the amount of the sale will be deducted from your Vendor account balance. If the account balance is not sufficient to cover the deduction, your credit card may be charged for the amount of the sale. The Marketplace will not reimburse Vendors for losses resulting from damaged or lost packages. Claims should be filed separately between the Vendor and the shipping carrier if this situation occurs.

Appendix D. Marketplace Vendor Payment Policy
Vendor Payment Guidelines
Vendors are eligible for payment from ConnectingDNA Global Pte Ltd once their orders are marked as ‘completed’ and valid tracking information is provided for their Product-based orders. Vendor payments are issued monthly via direct deposit. In the event your direct deposit information was entered incorrectly and is rejected by your financial institution, we will email you for further action and recovery to ensure subsequent payment to you can be successfully processed.

Vendor Payment Schedule
Payment for completed orders will be paid on the 1^st week of every month.

Qualifying Period
All new Vendors are subject to a 30-day Qualifying Period. The Qualifying Period begins on the date that the Vendor confirms their first sale. No payments will be made to the Vendor during the Qualifying Period.

Vendor Account Balance Adjustments
As outlined in our User Agreement, the Marketplace reserves the right to make adjustments to the Vendor’s account balance in the event of a refund, dispute and/or fraud. By agreeing to our User Agreement and its incorporated policies, you agree to allow the Marketplace to make these adjustments.

Chargebacks and Disputes
As a Vendor you agree to be responsible for all chargebacks and/or disputes filed for service-related reasons, such as material difference in the merchandise and non-receipt of an offering. If ConnectingDNA Global Pte Ltd is notified of a chargeback and/or dispute, the Marketplace will investigate the claim and provide the credit card issuer the order and tracking information the Vendor provided to ConnectingDNA Global Pte Ltd for the sale in question. If valid tracking information has not been provided to the Marketplace during the order confirmation process the credit card issuer will automatically rule against the Vendor in the event of a dispute. The credit card issuer’s decision is final. If you are ruled against, there is no recourse to appeal the decision and all funds for the transaction will be debited from your next payment and/or charged to the credit card linked to your Vendor account.

Appendix E. Marketplace Vendor Rating Policy
After completing a Marketplace purchase, customers have the option to leave feedback for the Vendor they purchased from for up to ninety (90) days after the date of purchase. Customers have the option to rate their buying experience from 1 to 5 stars as well as leave comments that the Vendor can respond to. The following scale applies to our starred feedback ratings:

5 Stars – Excellent
4 Stars – Very Good
3 Stars – Good
2 Stars – Fair
1 Star – Poor

All ratings and comments are visible to future customers so we ask our customers to provide clear, constructive feedback that will be helpful to other customers, not personal comments regarding the Vendor. The Marketplace is not legally responsible for the remarks that a customer may post on the Site, even if those remarks are defamatory.

The Marketplace offers the Vendor feedback option as a place where customers can express their own opinions regarding their purchasing experience, and the Marketplace will not censor these opinions or investigate the remarks for accuracy. Below are the limited circumstances when the Marketplace may remove ratings:

• If the rating contain links of any kind.
• If the rating contains profane and/or vulgar language or adult material. Inflammatory language such as fraud, liar, cheater, scam artist, con man, etc. is strongly discouraged.
• If the rating contains personal identifying information about a user, including real name, address, phone number and/or email address.
• If the rating makes reference to an ConnectingDNA or law enforcement organization investigation, i.e., “ConnectingDNA is investigating this person”.
• If ConnectingDNA is provided with a valid court order finding that the disputed feedback is slanderous, libelous, defamatory or otherwise illegal, or with a settlement agreement resolving such a lawsuit submitted by both attorneys and signed by both parties, ConnectingDNA will remove the disputed feedback. ConnectingDNA will also accept a ruling from a certified dispute resolution service if a signed settlement agreement, overseen by the certified dispute resolution service, is submitted.

Appendix F. Marketplace Customer Protection Policy
Our Marketplace offers a 30-day ‘money-back guarantee’ to customers for all purchases made from our Site. Please refer to the conditions for refund below. Details of the money-back guarantee is as below: 

Products sold – you can get a full refund within 30-days of your order. If you cancel your order when the vendor has not shipped out your product yet, you will get the full refund immediately. In the case where you cancel your order while the product is already on its way, you may still get a refund if you return the purchased product back to the vendor in its original state within 30-days of your initial purchase date. 

Services sold – you can get a refund within 30-days of your initial purchase date. If you cancel your order when the vendor has not fulfilled the service yet, you will get the full refund immediately. If you want a refund after the service has been completed due to lack of satisfaction, please raise a refund request and we will review accordingly. Please take note that if the date of the service rendered is after 30-days from your date of purchase, it will not be covered by our money-back guarantee. 

Do note that if you purchase additional offerings (products/services) from the vendor outside of our marketplace (ie. it does not generate a new purchase order), those offerings are not protected by our money-back guarantee.