Seller Onboarding Agreement
1. Scope and acceptance
This document governs your access to and use of the DadaGoods platform, including the website, mobile interfaces, application programming interfaces and related services (together, the "Platform"). DadaGoods is a business-to-business-to-consumer wholesale marketplace that connects verified suppliers with business and consumer buyers in seven storefront languages with a United States dollar ledger.
By registering an account, browsing the Platform, publishing a listing, placing an order or otherwise using the Platform, you confirm that you have read, understood and agreed to be bound by this document together with the DadaGoods Privacy Policy, Cookie Policy and Platform Rules. If you do not agree, you must stop using the Platform.
Where you use the Platform on behalf of a company or other legal entity, you represent that you are authorised to bind that entity, and "you" means that entity.
2. Definitions
"Buyer" means a registered user who places an order, whether a business buyer purchasing at tiered wholesale prices or a consumer buyer purchasing single units. "Seller" means a merchant admitted to the Platform under the Seller Onboarding Agreement. "Listing" means any product page, offer, price tier, stock statement or media published by a Seller.
"Content" means text, images, video, specifications, documents and any other material uploaded to the Platform. "Order" means a confirmed purchase of one or more Listings. "Tiered Price" means the unit price that applies once a stated quantity threshold is reached. "MOQ" means the minimum order quantity set by the Seller for a Listing.
"Business Day" means any day other than a Saturday, Sunday or public holiday in Hong Kong, China. "Platform Commission" means the fee retained by DadaGoods on a completed Order as published in the Seller Onboarding Agreement.
3. Seller onboarding and qualification
Two onboarding tracks are available. An individual track requires a government identity document, the seller's name, identity number, telephone number, optional city and a main product category, together with a photograph of the identity document. An enterprise track requires the unified social credit code or equivalent company registration number, the company name, legal representative, contact person, telephone number, optional registered capital and main category, together with the business licence. An enterprise store is designated a flagship store on admission.
Documents are verified before the store is opened. A rejected application states the reason, and the applicant may correct and resubmit. Resubmitted applications release the previous qualification documents only after all replacement documents have been uploaded successfully. Onboarding is completed only when the applicant has accepted the Seller Onboarding Agreement, the Prohibited and Restricted Items Policy and the intellectual property undertaking, and the version accepted is recorded with a timestamp.
4. Seller obligations
A Seller must hold every licence, registration, authorisation and product certification required to offer its goods in the destination market, including labelling, conformity marking and language requirements, and must produce them on request. A Seller must process orders in good faith, answer buyer enquiries within the response time published in the Platform Rules and keep its stock, price and delivery information current.
A Seller must not place orders with itself, manipulate ratings or reviews, solicit or accept payments outside the Platform for Platform orders, move a buyer off the Platform to avoid fees, or publish Content that is unlawful, misleading, discriminatory or infringing. A Seller must comply with the Platform Rules, with the penalty schedule and with any corrective action requested by DadaGoods within the stated period.
5. Listing and publication rules
A Listing must be published in one or more of the seven storefront languages, must include a valid price tier structure, must state the MOQ where one applies, and must carry at least one accurate image of the actual product. Duplicate listings, keyword stuffing, fabricated reviews and the use of another brand without authorisation are prohibited.
Sellers must keep stock levels current. Where an Order cannot be fulfilled because a Listing overstated available stock, the Seller must notify the Buyer without undue delay, refund any amount paid and may attract demerit points. DadaGoods may remove a Listing that breaches this document, the Prohibited and Restricted Items Policy or the Intellectual Property Policy, and may do so without prior notice where the breach presents a risk to buyers or to third parties.
6. Pricing and currency
All prices are expressed and settled in United States dollars, with amounts held and calculated to the cent. Sellers may publish tiered wholesale prices and an MOQ for business buyers while offering the same Listing at a single-unit price for consumer buyers.
Prices must be set in good faith, must not exceed a price at which the Seller has no intention of selling, and must not be manipulated to create a false impression of a discount. Where a reference or strike-through price is displayed it must reflect a price at which the product was genuinely offered; a reference price that cannot be substantiated must not be saved or displayed.
DadaGoods may correct an obvious pricing or currency error on a Listing. Where such an error affects an Order that has not yet been despatched, DadaGoods will contact the Buyer and the Buyer may confirm the corrected price or cancel the Order for a full refund.
7. Commission and settlement
DadaGoods retains a platform commission on each completed Order at the rate published in the Seller centre. The commission is calculated on the goods value actually settled in United States dollars and is shown on every settlement statement.
Settlement is released after the return and dispute window for the Order has closed, and in any event no earlier than the hold period configured on the Platform. Amounts subject to a chargeback, a refund, an intellectual property complaint or an open dispute are withheld until the matter is resolved. Settlement statements itemise gross sales, commission, refunds, chargebacks, adjustments and the net amount payable, and are available in the Seller centre.
A Seller must maintain accurate payout details. DadaGoods is not responsible for a delayed payout caused by incorrect bank or processor details, by an unverified account or by a legal requirement to withhold.
8. Shipping and delivery
Sellers state the shipping method, cost and estimated delivery window for each Listing. The Seller is responsible for packing the goods adequately for international carriage, for completing export documentation and for despatching within the stated handling time. Risk passes in accordance with the delivery term stated on the Listing.
Estimated delivery windows are estimates, not guarantees, but a Seller that repeatedly misses its stated window is subject to the penalty schedule. Where a shipment is lost or damaged in transit, the Seller must cooperate in any carrier claim and must refund or replace in accordance with the Refund & Returns Policy. Delivery to the address recorded in the Order discharges the Seller's delivery obligation.
9. Seller indemnity
A Seller indemnifies DadaGoods, its officers, employees and agents against claims, liabilities, damages, losses, fines and reasonable costs arising from the Seller's goods, Listings, Content or conduct, including claims that the goods infringe intellectual property, that they are unsafe, counterfeit, restricted or non-compliant, that the Listing is misleading, or that the Seller has breached this document or applicable law.
The indemnity covers amounts paid in settlement with the Seller's written agreement and costs reasonably incurred in defending a claim, provided that DadaGoods notifies the Seller of the claim without undue delay, does not admit liability without the Seller's consent and allows the Seller to participate in the defence. DadaGoods may withhold amounts from the Seller settlement to cover a claim that is the subject of an active dispute.
10. Prohibited and restricted items
The schedule of prohibited and restricted items is published in the Prohibited and Restricted Items Policy and forms part of this document. Listings that match the prohibited schedule cannot be published, and any Listing that is discovered to match it is removed immediately and the Seller may attract demerit points or be suspended.
Restricted categories may be sold only by sellers that hold and can evidence the qualification required for that category, such as a licence, certificate, authorisation or test report. Category qualifications are verified before the Listing is published and are subject to periodic re-checking. A Seller that publishes a restricted Listing without the required qualification commits a material breach.
11. Intellectual property
DadaGoods, the DadaGoods name and logo and the platform software, design, structure and databases are owned by the platform operator or its licensors and are protected by trade mark, copyright and database rights. You may not copy, modify, distribute, scrape or create derivative works from the Platform except as expressly permitted in writing.
Sellers retain ownership of the Content they upload but grant DadaGoods a worldwide, non-exclusive, royalty-free licence to host, reproduce, translate, resize and display that Content for the purpose of operating, promoting and improving the Platform. This licence ends when the Content is removed, except for copies retained in backups, caches and records that must be kept for legal reasons.
12. Violations and penalties
Violations carry demerit points under the schedule published in the Platform Rules. Points accumulate over a rolling assessment window and lead, in escalating order, to a warning, a listing restriction, a reduction in store level, withholding of settlement, suspension of the store and termination of the Seller Onboarding Agreement.
Certain conduct results in immediate action without a graduated escalation: publication of a prohibited item, substantiated counterfeiting, a third substantiated intellectual property determination, fraud, or a failure to respond to a safety recall. DadaGoods communicates each measure in writing with the rule relied on, the evidence considered and the period within which the matter can be remedied.
13. Complaints and appeals
Buyers, Sellers and third parties may submit a complaint through the Platform or to the contact address published in this document. A complaint should identify the Order or Listing concerned, describe the issue, state the outcome sought and include supporting evidence such as photographs, correspondence or carrier records.
Service levels are published in the Complaints and Appeals Rules: an acknowledgement is issued on the next Business Day, an initial substantive response within three Business Days, and a decision on an intellectual property complaint within seven days of a complete notice. A complaint that concerns the safety of a product is escalated immediately and may result in the Listing being suspended while it is investigated.
A decision may be appealed within the period stated in the decision. An appeal is reviewed by a person who was not involved in the original decision. Every complaint, measure and appeal is recorded in the audit log and a summary of closed complaints is available to the parties concerned.
14. Changes to the service and to these documents
DadaGoods may add, change or withdraw features of the Platform. Where a change materially reduces the service, we give reasonable advance notice in the account, by email or on the affected page, and, where a change is material to a contractual obligation, allow a period in which an affected party may close its account or terminate the Seller Onboarding Agreement without penalty.
These documents are versioned. A new version records its version number and effective date and a summary of the changes, and the current version of every document is published in the Legal & Compliance centre. Where a change requires renewed consent, the affected users are asked to accept the new version before continuing to use the affected function, and the version accepted is recorded with a timestamp.
Continuing to use the Platform after the effective date of a new version constitutes acceptance, except where the law or the terms of a specific document require express consent.
15. Governing law and dispute resolution
These documents and any dispute or claim arising out of or in connection with them or their subject matter are governed by the laws of Hong Kong, China, without regard to its conflict-of-laws rules. The contracting entity is the platform operator identified in the compliance contacts section of this document.
The parties will attempt to resolve any dispute through the Complaints and Appeals procedure before commencing proceedings. Subject to that, the courts of Hong Kong, China have exclusive jurisdiction, save that either party may seek interim or injunctive relief in any competent court and save that a consumer may bring proceedings in the courts of the country in which the consumer is habitually resident. Where a consumer in the European Union brings a claim, the mandatory consumer-protection rules of that consumer's country of residence apply.
16. Compliance contacts
DadaGoods publishes the following points of contact and answers correspondence in English and in any of the seven storefront languages. Rights holders, data subjects, regulators and law-enforcement authorities should use the address that matches the subject of the enquiry.
Legal and compliance enquiries: legal@dadagoods.com. Intellectual property and DMCA complaints: ip@dadagoods.com. Data-protection and GDPR enquiries, including data-subject requests: gdpr@dadagoods.com. Digital Services Act and content-moderation enquiries: dsa@dadagoods.com. Written notices may be addressed to the contracting entity named in the footer of this site.
A request from a competent authority is acknowledged on the same Business Day, recorded in the compliance register and answered within the period stated in the request or, where no period is stated, within ten Business Days. We do not disclose personal data in response to an informal request that does not have a lawful basis.