If the Parties are unable to resolve a Dispute through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION, YOU WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA") and, where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer Rules"), both of which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA Consumer Rules. The arbitration may be conducted in person, through the submission of documents, by phone, or online. The arbitrator will make a decision in writing, but need not provide a statement of reasons unless requested by either Party. The arbitrator must follow applicable law, and any award may be challenged if the arbitrator fails to do so. Except where otherwise required by the applicable AAA rules or applicable law, the arbitration will take place in Somervell, Texas. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration, stay proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered by the arbitrator.

If for any reason, a Dispute proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts located in Somervell, Texas, and the Parties hereby consent to, and waive all defenses of lack of personal jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such state and federal courts. Application of the United Nations Convention on Contracts for the International Sale of Goods and the Uniform Computer Information Transaction Act (UCITA) are excluded from these Terms of Use.

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. The the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.

Exceptions to Informal Negotiations and Arbitration

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court.

There may be information on the Site that contains typographical errors, inaccuracies, or omissions that may relate to the Marketplace Offerings, including descriptions, pricing, availability, and various other information. We reserve the right to correct any errors, inaccuracies, or omissions and to change or update the information on the Site at any time, without prior notice.

IN NO EVENT WILL WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST REVENUE, LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO US. CERTAIN US STATE LAWS AND INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO YOU, SOME OR ALL OF THE ABOVE DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO YOU, AND YOU MAY HAVE ADDITIONAL RIGHTS.

Schedule 1

Terms of Service


1. You are shopping on a merchant’s website (the “Merchant”). If you place an order with the Merchant for delivery to an address in the UK (a “Qualifying Customer Order”), where the total value of the Products comprising of that order does not exceed 135 (one hundred and thirty five) British Pounds Sterling, or where Products comprising of that order are sent in separate consignments the value of which does not exceed 135 (one hundred and thirty five) British Pounds Sterling, the Products will be sold by Passport Global Limited (“Passport”), in the way we describe below.

2. If you place a Qualifying Customer Order, the item(s) that you are purchasing will be sold first by the Merchant to Passport, and then by Passport to you. Passport becomes the “Supplier” of goods for UK VAT purposes in relation to your purchase. Your payment information, shipping address, and any additional information required or requested to complete your order will be shared directly with Passport and its nominated agents and contractors, in order to enable Passport complete your Customer Order.

3. Your Qualifying Customer Order is subject to: (1) these Terms of Service; and (2) any relevant terms and conditions imposed by the Merchant. By completing your purchase, you confirm that you have read and agree to be bound by allof these.

4. By placing a Customer Order on the Merchant’s website, you understand and agree that:


4.1 You are dealing with and providing your information to Passport. Passport is entitled to verify and authenticate your payment information, and if it is unable to verify this information, Passport may contact you and/or your payment card issuer to confirm your identity and/or your intent to place the order.


4.2 If there is an error in the price listed for a product on the Merchant’s website, or in the price applied to the product during the sale of and processing of your order for the product, Passport is entitled to contact you, correct the price,and/or cancel your order.


4.3 The Merchant remains responsible for handling payment for your order.


4.4 Once your payment is processed, ownership in the items will shift from Passport, to you, and, the items in your order will be provided to a carrier for shipment to you.


4.5 Passport or the Merchant will direct the carrier to ship your order to the shipping address you provided. Certain addresses will be ineligible for shipment, such as PO box addresses.


4.6 Passport may refuse service, refuse to process or complete Qualifying Customer Orders, remove or edit content, or cancel such orders for any reason or for no reason, in its sole discretion.


4.7 If you are under the age of majority in the jurisdiction in which you reside, approval of your parent or guardian is required to complete your purchase.


5. Currency. You may select your preferred payment method and currency from a list of options available at the time of checkout. Please note that the relative value of currencies may vary, and as a result, the actual purchase price for items in your order may vary based on the currency selected.

6. Billing. If you use a payment card or other electronic form of payment as your payment type, the charges to your account for your order will be subject to the Merchant’s terms and conditions.

7. Shipping. Items in your order may be shipped via a single shipment, or via multiple shipments. If items in your Qualifying Customer Order are shipped via multiple shipments, or if your order is only partially filled and shipped, you will only be charged for those items that are actually shipped to you.

8. Chargebacks, Fraud Prevention and Void Transactions. For your protection, Passport may use various fraud prevention protocols and policies, and industry-standard verification systems, to reduce fraud and minimize chargeback risks. You must comply with such protocols and policies, including card authentication, and “ship to” and “bill to” address verification. Once an order is placed, you may not change any authenticated payment information or any verified “ship to”/“bill to” address. If there is a systemic error which results in the processing or acceptance of a transaction for which authorisation has been declined, that transaction will be void.
9. Customer Service and Returns. Questions or complaints about your order should be directed to the Merchant in the first instance. Passport may work with the Merchant as necessary to resolve your issue. The Merchant is authorised to allow for returns or refunds on orders in accordance with the Merchant’s policy, including to reimburse you for the original sales prices of returned products. Passport may refuse any return requested if a restriction applies to the item for which the return is requested. You accept that your sole remedies are against Merchant.

10. General Terms. The following general terms apply whenever you place a Qualifying Customer Order through the Merchant’s website:


10.1 Compliance with Applicable Laws. You certify that any products purchased through a Qualifying Customer Order will not be exported, sold, or transferred in violation of any applicable laws, including without limitation the United States Export Administration Regulations or applicable United States sanctions and embargoes administered by the United StatesTreasury Department, nor It is your responsibility to know the laws of the country into which you are importing any products that you order from the Merchant’s website. By placing an Qualifying Customer Order you certify that the import of the products you have ordered to the country of the shipping address you have provided does not violate any laws or regulations of that country.


10.2 Privacy. To complete your Qualifying Customer Order you will be providing personal information to Passport and you consent to your personal information being collected, used, processed, disclosed and/or stored by Passport and our service providers as may be required in order to process and complete your order and otherwise provide the services you have requested, in accordance with Passport’s Privacy Policy. Passport accepts no liability or responsibility for the collection, use, processing, disclosure or storage of your personal information by the Merchant or any service provider engaged by the Merchant. The collection, use, processing, disclosure and/or storage of your personal information by the Merchant or its service providers is governed by the Merchant’s privacy policy. The Merchant and Passport may analyse transactional data for the purpose of identifying trends, statistics and measurements that could contribute to the enhancement of the Merchant’s Customer experience and/or the services provided by Passport. Any transactional data analysed for these purposes will be aggregated and de-identified, meaning that any personally identifiable information will be removed.


10.3 Electronic Communications. When you place a Qualifying Customer Order through the Merchant’s website, you are communicating with Passport electronically, and you consent to entering into this agreement by electronic means, and to receive communications from Passport electronically/via email.


10.4 Modifications. You acknowledge that Passport may make changes to its system, policies, and these Terms of Service atany time. Passport will ensure that the current version of these Terms of Service is presented every time you make a Qualifying Customer Order on the Merchant’s website. You are responsible for reviewing these Terms of Service each time you make a Customer Service. If you do not agree to any change in the Terms of Service, you must not complete your order. Any order placed after the effective date of a change will constitute your agreement to the change and to the current Terms of Service.


10.5 Severability. If any or any portion of these Terms of Service is found to be invalid, void, or for any reason unenforceable,that term or portion of terms will be severed, and will not affect the validity and enforceability of the remaining terms.


10.6 Proceedings. Any action or proceeding arising out of or relating to these Terms of Service must be brought in the courts of California, United States, and you hereby irrevocably agree to the jurisdiction of the courts of California, United Statesfor all such purposes.


10.7 Language. The parties have agreed and expressly requested that this agreement and all documents related to it be drawn up in English.