Effective March 2nd, 2020
These terms and conditions (“Terms”) set out your rights and obligations when using the services provided by sprd.net AG (“Spreadshirt”) to you as a Partner.
These Terms contain our current rules governing the following services:
If you would like to use one of our services, you must agree to the Terms.
"Product types" are our products, regardless of their colour or size, without a Design on them.
"Designs" are design elements (images and/or text) for our products that can be represented visually.
"Descriptions" are descriptions and keyword tags for individual Designs.
The "Marketplace" is one of our sales channels for products and also the gateway to other sales channels, such as third-party e-commerce marketplaces (e.g. Amazon and eBay) as well as the Create-Your-Own Areas on our own websites and in Spreadshops of other Partners.
On Spreadshirt’s Marketplace and on third-party e-commerce marketplaces, customers may choose from a variety of pre-designed products.
In the Create-Your-Own Area, customers can use the "Design Tool" to create products with their own text and Designs, as well as your Designs.
The "Spreadshop" is an online shop that we provide for you, that you can also embed in websites.
Your "Partner Account" is your user account to manage your Spreadshops and Designs.
You will receive compensation from us for "Successful Sales". A “Successful Sale” occurs when
a) Simply open a Partner Account. In order to publish Designs on the Marketplace and to activate Spreadshops, you first need to fill in the registration form in full, send it to us through our website and accept the Terms. You are a Partner as soon as you have published a Design or activated your Spreadshop.
b) You are responsible for your Partner Account and therefore also obligated to submit complete and correct information and to update this information if it changes. This especially includes your personal information as well as payment and tax information relating to your compensation. We also require a valid email address from you so that we can communicate with you.
c) Before you submit the registration form, you may check the accuracy of the information you have entered and amend it using the correction tools provided. If we have reason to doubt whether your submitted information or other stored data is correct, we reserve the right to suspend crediting your account and to withhold payments to you until we receive clarification. To the extent required, your submitted information will be made publicly available, for example in your Spreadshop’s legal information page.
d) At present, contracts can be concluded in the following languages: German, English, French, Spanish, Dutch, Italian, Norwegian, Swedish, Danish, Polish, Finnish
We enter into the contractual relationship with customers, which means that you can fully concentrate on your designs and Spreadshops.
For example, we take care of production, delivery and customer service. For example, we take care of production, delivery and customer service. The same applies if we suspect that orders violate legal provisions or the rights of third parties.
To ensure that orders are processed smoothly, we are exclusively responsible for all communication with customers.
a) We store the information you provide, the content you provide in your Partner Account, and the settings you specify for the Marketplace and your Spreadshops. You can view this information in your Partner Account. We also store these Terms, which are available here: https://www.spreadshirt.co.uk/terms-C10183. https://www.spreadshirt.co.uk/terms-C10183
b) In your Partner Account, you will find an overview of your compensation for Successful Sales.
c) Please keep your login information (email address and password) for your Partner Account confidential and ensure that no third parties can access it. Do not use the same login information for your Partner Account for other websites and services. If you have reason to believe that third parties have accessed your login information, change your password and notify us immediately.
d) We will email you information and tips with regard to your Spreadshops and the Marketplace ("Partner Newsletter") from time to time. You can unsubscribe from the Partner Newsletter at any time. Please note that you will continue to receive contractually relevant information via email.
a) In your partner account, you can upload your designs to Spreadshirt and create your own product templates. a) To allow your designs to be easily found in the Marketplace, please use suitable descriptions.
Then go ahead and publish your designs on the Marketplace.
(b) Benefit from additional sales channels: Designs you publish on the Marketplace can be offered (by us) through other sales channels such as third-party e-commerce marketplaces (e.g. Amazon and eBay) or the personalisation areas on our own websites and in the Spreadshops of other partners.
c) Your Marketplace designs and product templates can be personalised by other users of our services to the extent technically possible; for example, it may be possible to change the size and colour of a design.
a) The basis for the calculation of your compensation is the "Design Price".
aa) For each Design you provide, the Design Price increases the retail price of the respective products which include this design. If the same Design is used on a product more than once, then the Design Price will only be counted one time.
bb) The amount of the Design Price depends upon
You can find an overview of the Design Prices for the various Product Types and sales channels of Spreadshirt here: https://help.spreadshirt.com/hc/en-gb/articles/360011404220
b) Your compensation in the event of a Successful Sale of a product with your Design, you will receive the Design Price less the applicable statutory VAT for the sale and delivery of the product to the customer. The amount of VAT incurred on the successful sale of a product may vary depending on the country of delivery and how the sale is otherwise subject to VAT.
c) More sales due to sales promotions
aa) Spreadshirt regularly runs sales promotions and grants customers e.g. discounts on postage and packaging of an order, or on the retail price of some or all products within an order (discount campaigns).
bb) The costs for discounts on postage and packaging (e.g. free shipping) are borne by Spreadshirt alone and therefore have no effect on your compensation.
cc) If the customer is granted a discount on the retail price of some or all products within an order, the compensation for your Design in that order will also be reduced proportionately.
For percentage discounts (including volume discounts), your compensation is reduced in accordance with the discount granted for the entire order (example: A discount of 15% on the retail price of all products also reduces your compensation by 15%).
For discounts of a fixed amount, compensation is reduced by the percentage of the discount relative to the non-discounted retail price of the entire order (example: A discount of 5 EUR on a non-discounted retail price of an entire order of 50 EUR reduces your compensation by 10% (5 EUR / 50 EUR).
a) You can publish your Spreadshops as standalone websites or embed them into other sites.
b) You can use various options in your Partner Account to configure your Spreadshops. Please note that changes to the Spreadshirt terms and conditions for customers as well as other statutory information (e.g. information about data protection) are not permitted.
You can earn money from each product that customers order in your Spreadshop. How much you earn depends on your Margin. The "Margin" is made up of
b) Your Partner compensation for a sale is calculated based on the Base Margin and a possible Performance Bonus, taking into account possible discounts and taxes.
c) You can also deactivate compensation completely for your Spreadshop.
a) You set your Base Margin for each Product Type by adjusting the retail price of the Product Type (including a print area) within our suggested limits. The difference between the retail price and the Base Price of the Product Type is your Base Margin for this Product Type.
b) You can change the retail price for each Product Type at any time. In this case, your Base Margin will change accordingly.
c) In the event of a successful sale of a product in your Spreadshop, you will receive the Base Margin of the Product Type specified by you less a statutory VAT on the Base Margin applicable to the sale and delivery of the product to the customer. The amount of VAT incurred on the successful sale of a product may vary depending on the country of delivery and how the sale is otherwise subject to VAT.
You can also add designs to additional print areas of a product. The retail price increases for each additional print area. Your Base Margin for the Product Type remains the same.
You can also activate the Design Tool in your Spreadshop and offer your customers a Create-Your-Own Area. If you want, you can allow customers to choose from the many Designs available on the Marketplace (see section B.1.b) so customers can create products with them in the Design Tool.
Activating the Design Tool does not affect your Base Margin for the Product Type, but the retail price of the products may change as follows:
a) If a customer creates a product with additional print areas, the retail price increases for each additional print area.
b) If the customer creates a product with a Design from the Marketplace, the retail price of the product may increase by the applicable Design Price (see Section B.2.a)).
c) If the customer orders an unprinted product, no print prices are payable for the product and the retail price is reduced accordingly.
a) The more products ordered through Spreadshops connected to your Partner Account, the more you can earn!
Many of our products (see here, hereinafter "Volume Products") are taken into account when calculating your Performance Bonus.
b) Depending on the number of Volume Products successfully sold through Spreadshops connected to your Partner Account per calendar month, the Base Prices of all Volume Products for you in this calendar month will be reduced to the respective "Volume Price". An overview of the monthly sales thresholds and Volume Prices can be found here.
The Performance Bonus for the sale of a Volume Product is the result of the difference between the respective Volume Price and the Base Price of the Volume Product.
c) Volume Products are counted towards the sales threshold if they are ordered by customers within a calendar month and if, no later than 14 days after the end of that calendar month,
d) In the event of a Successful Sale of a Volume Product in your Spreadshop, you will receive the respective Performance Bonus less the statutory VAT on the Performance Bonus applicable to the Volume Product’s sale and delivery. The amount of VAT incurred on the successful sale of a product may vary depending on the country of delivery and how the sale is otherwise subject to VAT.
a) You decide your participation in discount promotions. You are free to decide if and how you want to participate in discount promotions for your Spreadshop:
b) Effect of a discount campaign on your Margin
aa) The costs for discounts on postage and packaging (e.g. free shipping) are borne by Spreadshirt alone and therefore have no influence on your compensation.
bb) If the customer is granted a discount on the retail price of some or all products within an order, your Margin(s) for that order will also be reduced proportionately.
For percentage discounts (including volume discounts), your Margin is reduced in accordance with the discount granted for the entire order (example: A discount of 15% on the retail price of all products also reduces your Margin(s) by 15%).
For discounts of a fixed amount, your Margin is reduced by the percentage of the discount relative to the non-discounted retail price of the entire order (example: A discount of 5 EUR for a non-discounted retail price of the entire order of 50 EUR reduces your Margin by 10% (5 EUR / 50 EUR).
The following paragraphs determine which party (you or Spreadshirt) fulfils certain obligations under the General Data Protection Regulation (GDPR) when you activate your Spreadshop.
These obligations pertain in particular to the rights of data subjects according to articles 12-23 GDPR and the information obligations according to articles 13, 14 GDPR.
Unless otherwise defined in these Terms, the definitions in article 4 GDPR apply.
By activating your Spreadshop, you trigger the processing of personal data by Spreadshirt.
You and Spreadshirt are jointly responsible for the data processing facilitated by Spreadshirt.
This joint responsibility only extends to the personal data processing operation(s) for which you actually determine the purposes and means:
Spreadshirt remains solely responsible for the processing of personal data relating to purchases in your Spreadshop, order processing and customer service.
a) You and Spreadshirt jointly determine the purposes and means of processing ("Joint Processing"). The scope of our Joint Processing is governed by section C.3.2. of these Terms.
b) Processing activities which lack mutual purposes and means do not constitute Joint Processing.
a) Compliance with data protection obligations is allocated as follows:
aa) Spreadshirt is responsible for fulfilment of the information obligations in respect of the data subjects according to article 13, 14 GDPR with regard to Joint Processing.
bb) Spreadshirt is responsible for handling data protection enquiries from data subjects according to chapter III GDPR ("data subject enquiries") which concern the Joint Processing of personal data in your Spreadshop. If you receive such a data subject enquiry, you must immediately forward it to Spreadshirt (firstname.lastname@example.org), at the latest within 3 business days of receipt.
cc) Spreadshirt is responsible for the evaluation and possible reporting of data breaches according to articles 33, 34 GDPR, which concern the Joint Processing of personal data. If you become aware of facts (whether directly or by notification from a third party) which, irrespective of the actual risk to the data subjects, are suitable to require notification according to articles 33, 34 GDPR with regard to data processed under joint responsibility ("Potential Data Protection Incident"), you must immediately inform Spreadshirt by email to email@example.com, at the latest within 24 hours of becoming aware of the incident.
dd) Spreadshirt will evaluate whether a data protection impact assessment is required for the Joint Processing and will fulfil the resulting legal obligations.
b) You are obligated to support Spreadshirt in fulfilling the duties described in section C.3.4.a) and to provide Spreadshirt with all information necessary for the fulfilment of those duties.
c) In all other cases, each party must fulfil its own obligations according to GDPR.
a) You and Spreadshirt will provide one another with information in a timely manner insofar as this is necessary to fulfil the duties of or to enable cooperation by the other party, in particular with regard to changes which potentially affect Joint Processing.
b) In the event of any enforcement measures by a data protection authority, or any other requests, investigations or inquiries by a data protection authority or third parties concerning Joint Processing, you must inform Spreadshirt immediately upon becoming aware of the initiation of the enforcement measure.
You and Spreadshirt will take into consideration the principles of proper data processing according to article 32 in conjunction with article 5 section 1 GDPR and will ensure through appropriate controls that Joint Processing is carried out exclusively in accordance with these Terms. You and Spreadshirt assure each other that personal data will be handled securely and in accordance with data protection laws.
The central point of contact for data subjects according to article 26 section 1 sentence 3 GDPR is Spreadshirt.
Spreadshirt strives to constantly improve and expand its product range. "New Products," as used below, means consumer merchandise and promotional and decorative items (in particular clothing, footwear and headgear; printed articles such as cards, pictures, posters and stickers; bags, pouches and cases; umbrellas; tableware, containers, glassware and earthenware; cushions, curtains and rugs; toys and sports articles).
a) If New Products are made available at Spreadshirt, Spreadshirt is entitled to use your Designs for these New Products in accordance with these Terms.
b) In this case, Spreadshirt may, in its reasonable discretion, determine
When making this determination, Spreadshirt will take into account the sales channel, Product Type and retail price of the New Product as well as the Design Prices, Base Margins and Performance Bonuses of comparable products.
For sales on the Marketplace of Spreadshirt and on e-commerce marketplaces of third parties, the Design Price will be at least 10% of the retail price of the product with your Design, and the Base Margin for sales in your Spreadshop will be at least 10% of the retail price with one print area. If you do not agree with Spreadshirt’s determination, it can be reviewed by a court.
Customers can reorder previously purchased products in their customer account. Your compensation for such an order is determined by the sales channel used by the customer for the prior order.
a) Our Conditions for crediting your compensation are:
If these conditions are met, crediting will take place monthly, on no later than the fifteenth business day of the following month. We will send you an electronic credit note in PDF format.
The minimum balance threshold depends on the currency you selected in your Partner Account and is specified here.
c) We pay you the credited amount in the currency shown on the credit note within 15 business days after crediting you. We are also entitled to make payment in Euros; in that case, the currency exchange rates of the German Central Bank will apply.
We are also entitled to make payment in Euros; in that case, the currency exchange rates of the German Central Bank will apply. To receive payments, please enter the necessary payment information. You must be the recipient of the payments. You bear any costs we incur as a result of your providing false or incorrect payment information.
e) If we are unable to make a payment, e.g. due to incorrect payment information, we will cancel the credit note and the amount will be added back to your Partner Account.
e) If we are unable to make a payment, e.g. due to incorrect payment information, we will cancel the credit note and the amount will be added back to your Partner Account. The Partner is responsible for informing Spreadshirt of whether they are subject to VAT in Germany.
For Partners outside of Germany, the reverse charge procedure will apply according to §13b of the German Value Added Tax Act (UStG). These partners receive their compensation without VAT. Partners with a European VAT identification number must provide it to us.
a) If you are not based in Germany, your compensation may be subject to a limited tax liability in Germany. Where §50a of the German Income Tax Act (EStG) applies, income or corporation tax will be levied by way of tax withholding.
b) We are obligated to withhold the tax on your behalf and will reduce your compensation payment accordingly. We will report and pay the withheld tax to the German Federal Central Tax Office (BZSt). You can receive an official tax certificate form from us upon request.
However, one of the following exceptions may apply to you.
c) The BZSt may authorise us to apply a simplified tax withholding procedure upon request. This makes it possible for your compensation to be tax-exempt in Germany, or taxed at a lower rate. The procedure is only available if a double taxation treaty exists between Germany and the country where you are resident/based, along with other conditions. If a request is made to participate in this simplified procedure, then according to §50d section 5 sentence 5 of the EStG, then we and you are deemed to have consented to information being forwarded to the country in which you are resident/based. The German tax authorities may inform the tax authorities in the country in which you are resident/based about the compensation payments.
d) If the legal requirements are met, you can apply for full or partial exemption from tax withholding with the BZSt. If we have a valid certificate of exemption at the time of crediting your compensation, we will not withhold tax according to the extent of the certificate’s exemption.
e) If you are only partially exempt from tax withholding according to sections c) or d), we are obligated to withhold tax on your behalf for the remaining part, and your compensation payment will be reduced accordingly. In this case we will report and pay the withheld tax to the BZSt. If required by law, you will receive an official tax certificate form from us upon request.
a) Content that you publish using our services belongs to you (“your Content”).
This includes in particular:
b) You are responsible for your Content. You therefore represent and warrant to us and our affiliates, legal representatives, employees and persons whom we use to perform our obligations (referred to collectively as “Authorised Parties”) that
c) We are not obligated to use your Content. Notwithstanding any other provision in these Terms, we may at any time refuse to publish your Content, restrict it to certain sales channels or remove it.
d) If we have reason to suspect that your behaviour has violated any laws or rights of third parties, we may take the following actions, in particular:
e) In the case of a violation of the aforementioned obligations, Authorised Parties may demand compensation for the resulting costs and damages and indemnification from all claims by third parties.
We are entitled to use your Content and mention you as a reference for promotional purposes. However, we are under no obligation to mention you.
a) In the case of ordinary negligence, we (and our legal representatives, employees and agents) are only liable to you for damages
b) However, the above limitation of our liability to you does not apply if we
This contract with you is effective for an indefinite period and may be terminated in writing by either party at any time. You are deemed to have terminated this contract if you close your Partner Account with us. Upon termination, we will credit your Partner Account in accordance with Section D.2.2. without regard to the existence of a minimum balance.
a) You are only entitled to rights of set-off or retention to the extent that your claim has been legally recognized and finally adjudicated, or is uncontested. In addition, you may only exercise a right of retention if your claim is based on this contract. In addition, you may only exercise a right of retention if your claim is based on this contract.
b) You may not transfer your Partner Account and this contract with us to other persons. The same applies for your claims from this contract.
c) Any contractual provisions on your part which deviate from, are contrary to or supplement these Terms (such as your own general terms and conditions) do not apply.
d) Changes to the contract with you (including these Terms) may also be agreed on as follows:
aa) Provided the change is reasonable for you, we are entitled to change the contract if
bb) If we wish to change the contract in the cases specified, we will inform you of this no later than three weeks prior to the scheduled effective date of the contractual change, and we will give you the opportunity to accept the validity of the new contract. Upon receipt of our offer, if you do not object to the validity of the new contract within three weeks by notifying us in text form, then once this deadline passes the changes shall be deemed accepted by you. Should you object to the validity of the new contract in the required manner and on time, the contract shall continue to be effective unchanged. In such cases, we do however reserve the right to terminate the contract with you in order to ensure the uniform treatment of all Partners. At the beginning of the three-week objection period, we will inform you again of your right of objection, the ways in which you can declare your objection and the intended significance of your behaviour.
e) The contract with you is subject to the law of the Federal Republic of Germany, excluding uniform international law, in particular the United Nations Convention on the International Sale of Goods, and private international law.
f) In the event of any disputes arising from this contract between us and you, our headquarters are the place of jurisdiction if
g) If one or more of the provisions within these Terms is or becomes wholly or partially ineffective or void, or if these Terms contain a loophole, this shall not otherwise affect the validity of the contract.
Thanks for reading these Terms in their entirety. We wish you every success with Spreadshirt!
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