1.1 Gems World LLC, a company established in 1986 in the United Arab Emirates under trade licence number 203402 (hereinafter “The Operator”), is the operator of Caratfinder.com, an online marketplace for diamond jewellery (hereinafter “Platform”). The following “CF terms and conditions” governs your use of the Platform and is accessible at www.caratfinder.com
Sending the online registration represents a legally binding offer to form a contract with The Operator. The Operator shall notify the user through e-mail of receipt for his/her registration enquiry. The user must activate his/her user account by clicking on the activation link. A visitor agreement shall only come into effect when the user account is activated by The Operator. Following the activation of the user account by The Operator, a user is now a Registered User
4.1 The Operator offers Registered Users the technical possibility of contacting Jewellery Vendors via the Platform (section 5).
4.2 A Listing by a Vendor on the Platform does not represent any legally binding offer of sale to enter a purchase agreement, but is merely a non-binding invitation to submit offers of sale.
4.3 Any contractual relationship will be formed exclusively between the Vendor and the Registered User. The fulfillment of contracts initiated on the Platform shall also take place exclusively between the Vendor and the Registered User.
5.1 Registration is only allowed for persons of unlimited legal capacity. Minors in particular may not register.
5.2 A current e-mail address and a password are required to register. The e-mail address and the password also serve as login details. Only one user account can be created with the same e-mail address. The e-mail address is also used for communication with The Operator and is essential for all contractually relevant correspondence between The Operator and the user.
5.3 The password is confidential and care must be taken to ensure that access to the user account is secure. Users are obliged to notify The Operator immediately if there are signs that a user account has been misused by third parties.
5.4 The user account is strictly personal. The Registered User is not entitled without the express consent of The Operator to transfer the profile to a third party. Neither is the Registered User entitled without the express consent of The Operator to enable third parties to access his/her user account using his/her login details.
5.5 The Registered User shall in principal be liable for all activities that take place while using his/her user account. The Registered User shall not be liable if he/she is not responsible for the misuse of his/her user account because there is no breach of the existing duty of care.
6.1 Only Registered Users can message Vendors regarding a Listing.
6.2 The Operator may change the use of the Platform, or individual functions, or the scope in which individual functions can be used at any time.
6.3 Registration is free of charge.
7.1 A User and Registered User must refrain from any activity aimed at disrupting the operational aspects and technical infrastructure of the Platform and/or overloading it. This particularly includes: the use of software, scripts or databases in connection with the use of the Platform; automatic reading, blocking, overwriting, modification, copying of data and/or other content unless essential for proper use of the Platform; distribution and/or public display of any content from the Platform without the approval of The Operator.
7.2 Users and Registered Users may search for commercial offers on the Platform solely by means of the search forms provided by The Operator. Avoiding the search forms, particularly by using automated search software to access The Operator’s databases, is not permitted when searching for Listings.
7.3 Data and contents obtained or made accessible to the User and Registered User through search queries or using the Platform may not be used in full, in part or as extracts to establish a personal database in whatever media format and/or for commercial utilisation of data or to supply information and/or for any other commercial use.
7.4 The User and Registered User may not use the Platform to send any messages with advertising content without the approval of the recipient (particularly spam).
7.5 A User and Registered User shall notify The Operator without delay if any disruption occurs while using the Platform or its functions. The same shall also apply if the User and Registered User finds out that commercial offers or contents published by third parties clearly infringe prevailing law or third-party rights.
8.1 The visitor agreement is for an indefinite period and can be terminated with immediate effect at any time.
8.2 The right of the parties to end the contractual relationship by means of extraordinary termination for good cause remains unaffected. A good cause for The Operator to terminate this agreement without notice is if the Registered User persistently infringes his/her duties as stipulated in clauses 4.3 or 4.4 of this agreement.
8.3 In the event of a good cause that allows termination without notice, The Operator may at its discretion deny access to the user account instead of termination. The Operator may also block access if the Registered User has not used his/her login details for a period of at least one year.
8.4 Termination will result in the Registered User not having access to his/her user account.
8.5 Termination by The Operator shall be deemed valid, amongst other things, if the Registered User is duly notified at the e-mail address that he/she has provided. Terminations by the user must be given in writing or by using the relevant function to delete the user account on the Platform.
9.1 The Operator strives to provide and operate a non-disruptive and durable Platform. This is naturally restricted to services over which The Operator has an influence. The User and Registered User however acknowledges that full, uninterrupted Platform availability is not technically feasible. The Operator is particularly at liberty to restrict access to the Platform in full or in part, on a temporary or long-term basis, due to maintenance work, capacity considerations and due to other events outside the power of The Operator.
9.2 The Operator does not in principal pre-check the contents and Listings posted on the Platform. The Operator cannot therefore give an assurance that the information and Listings posted on the Platform are correct, accurate, reliable, up-to-date, applicable and/or complete. There is no claim either that the contents and Listings as posted are free from defects.
9.3 The Operator is not liable in the case of an ordinary negligent infringement of obligations, which are not material obligations, whose initial fulfilment enables the due performance of the agreement and compliance with which the User or Registered User may regularly depend upon.
9.4 Liability is excluded to the extent permitted by law for ordinary negligence of duty affecting the availability of the Platform or its contents.
9.5 The above liability restrictions apply analogously in the case of damage caused by authorised agents, particularly partners. The Operator is not liable for the actions of Users, Registered Users or third parties. Neither do such third parties act as vicarious agents for The Operator. Liability for indirect and consequential damages is – to the extent permitted by law – excluded.
9.6 The liability of The Operator for malicious intent, gross negligence, personal injury and pursuant to statutory regulations remains unaffected by the above liability restrictions.
Data protection is subject to The Operator's Data Protection Policy
11.1 The Users and Registered Users shall hold The Operator and its staff and/or appointees harmless from all third-party claims in the event that a claim is asserted on account of purported or actual legal infringements and/or infringement of third- party rights in connection with use of the Platform or services of The Operator by the Users and Registered Users.
11.2 The Users and Registered Users shall undertake to reimburse The Operator all potential costs arising from a third-party claim. Reimbursable costs shall also include the costs of appropriate litigation and legal defence, which The Operator would incur to defend itself from third-party claims. In this case The Operator shall notify the affected User or Registered User without delay of the legal defence measures to be taken.
12.1 If one or more provisions of the contractual provisions are or become inapplicable, this shall not otherwise affect the applicability of the other provisions.
13.1 Any dispute arising out of or in connection with this agreement, including any question regarding its existence, validity or termination, shall be subject to the exclusive jurisdiction of the Courts of the emirate of Dubai.
13.2 This agreement shall be governed by and construed in accordance with the laws of the emirate of Dubai
14.1 The Operator shall notify the User or Registered User in written form of any amendments to these provisions without the individual amended provisions or the new version of the provisions in its entirety having to be sent or otherwise communicated; it shall be sufficient to notify the User or Registered User that an amendment has been made and to provide a link where the amended CF Terms and Conditions can be accessed.
14.2 If the User or Registered User fails to object to the amendment in written form within 7 days of being informed of such, the amendment shall be deemed to have been accepted; The Operator shall make reference to this fact in its notifications of amendment.
15.1 The Operator is entitled to transfer this agreement, including all additional agreements with all right and obligations, to a company of its choice. In the event that this agreement is transferred to another company, the User or Registered User shall have a special right of termination, which must be asserted in writing within 7 days of notification by The Operator. In this notification The Operator shall refer separately to the significance of the User’s or Registered User’s action.
Concluded between:
“The Vendor”, on one hand; and
Gems World LLC, a business registered in the United Arab Emirates since 1986 under Dubai Economic Department trade licence number 203402 (hereinafter referred to as “GW”), on the other hand;
hereinafter collectively referred to as the “Parties”.
ForewordThe Vendor is advised to carefully read this Carat Finder Secure Purchase Agreement (hereinafter the “Agreement”)
The Vendor is informed that the language used for communicating with GW is English
1. DefinitionsFor the purposes hereof, the terms hereafter are defined as follows:
Accepted Payment Methods:Means a payment by Card, by bank wire transfer or by any other means accepted by GW in order to pay the purchase price for products bought via Caratfinder.com
Banks:Credit institutions in charge of the protection of funds collected by GW on behalf of the Vendor. GW reserves the right to select any credit institution. The current list of the selected credit institutions is available upon request to GW.
Business Day:Means a calendar day with the exception of Saturdays and Sundays
Buyer:Any legal entity or natural person having purchased goods or services offered for sale on Caratfinder.com and used Accepted Payment Methods to transfer funds.
Card:Bank, payment or credit card linked to one of the following networks: Visa or MasterCard.
Caratfinder.com:Means the website with the URL www.caratfinder.com.
Caratfinder.com’s General Terms and Conditions:Means the general terms and conditions of use of Caratfinder.com
Payout Transaction:Means a transfer of money held in the CF Secure Account on behalf of a Vendor to his/her regular bank account. GW will initiate a Payout Transaction automatically and without further involvement of the Vendor in each case where money is completely available, less the fees owed by the Vendor under this Agreement.
Vendor:Means a person selling goods via Caratfinder.com on behalf of which a CF Secure Account is opened in order to receive payments from Buyers.
CF Secure Purchase:Process through which Buyers order goods from Vendors on Caratfinder.com.
CF Secure Account:Account managed by GW on behalf of a Vendor and used for the purposes of executing Payout Transactions within the CF Secure Purchase process. Under no circumstances may the CF Secure Account be compared to a deposit account.
2. PurposeThis Agreement aims to govern the conditions and process in which GW facilitates a Vendor to complete a CF Secure Purchase with a Buyer
GW will undertake the following:
The CF Secure Account shall not be subject to any overdraft, advance, credit or discount.
GW has authorized Caratfinder.com to facilitate the conclusion of this Agreement with each Vendor and to support the Vendors throughout their relations with GW. GW remains responsible vis-à-vis the Vendors for any payment activities delegated to Caratfinder.com.
In case of a dispute between the Parties, this Agreement shall prevail.
3 Purpose of the CF Secure AccountThe sums transferred by the Buyers are credited to the CF Secure Account and remain there for the duration of the CF Secure Purchase process. The sums are transferred from the CF Secure Account to the Vendor’s bank account once the CF Secure Purchase process is successfully completed.
4. Conditions required for a Vendor to use the CF Secure Purchase processGW is obliged to identify every Vendor and to collect certain documents and information in this regard.
The Vendor must provide GW, with:
The documents required for any Vendor who is a legal entity in accordance with the foregoing are the following:
appropriate, of the beneficial owner.
It is expressly provided that GW retains the option to request, at any time, any additional documents concerning the Vendor, the beneficial owner or a specific Payout Transaction.
By agreeing to the terms of this Agreement, the Vendor accepts that he/she will transmit to GW his/her application for registration as a Vendor and all supporting documents received by it.
The Vendor declares at the time of transmission of his/her registration request to Caratfinder.com and for the whole duration of this Agreement:
(a) that his/her establishment is validly incorporated in the form of a company,
(b) that he/she is acting on his/her own behalf;
(c) that all information provided at the time of his/her registration is sincere, accurate and up-to-date.
Only GW can - within an inspection period of three (3) Business Days – accept the registration of a Vendor as a customer of GW. GW may, without stating reasons and with no right to compensation for the Vendor, refuse an application to register. After completion of the inspection, GW will inform Caratfinder.com about the result. Caratfinder.com will notify the Vendor of the result by any means in accordance with the terms specified on Caratfinder.com
5. Charges due by the Vendor for use of the CF Secure Purchase process 5.1 CommissionFor every transaction completed using the CF Secure Purchase Process where;
The sums transferred by Accepted Payment Methods by the Buyers are credited to the CF Secure Account and will be held on behalf of the designated Vendor.
The sums held on behalf of the designated Vendor will be debited from the CF Secure Account in the following instances;
(i) the execution of Payout Transactions to a regular bank account opened in the Vendor’s name at a bank supervised by an Authority of a European Union member state or a European Economic Area state or a third country that imposes the equivalent requirements regarding money laundering and the financing of terrorism,
(ii) the collection by GW of the fees owed by the Vendor as per this agreement or,
(iii) the reversal of a transaction made by a Buyer by Accepted Payment Methods.
6.1 Registration of sums transferred by Accepted Payment Methods by the Buyers and credited to CF Secure AccountPayment of the price of goods or services purchased on Caratfinder.com by a Buyer may be made by Accepted Payment Methods, in one or more installments. If and where appropriate, it is the responsibility of GW to refuse any payment at its discretion and without this decision giving rise to any compensation. The transfer of funds by Card is executed by the institution having issued the Card. Any dispute surrounding such a transfer must be notified to the aforementioned institution. GW is not authorised to cancel such a transfer.
The registration of funds into the CF Secure Account on behalf of the Vendor is conditioned upon actual receipt by GW of the funds collected minus the fees agreed. The Vendor is informed that acceptance of a transfer order for payment by Accepted Payment Methods by GW does not guarantee that the Vendor will receive the corresponding funds in his/her CF Secure Account.
In the absence of receipt of funds for technical reasons, GW will make every effort to complete the transaction. In the absence of receipt of funds for any other reason, GW will inform the Vendor within 48 hours that it has been unable to credit the Vendor’s CF Secure Account with the expected amount, so that he/she can contact the Buyer.
In the event that the transfer of funds by Card registered on behalf of the Vendor in the CF Secure Account is cancelled by the issuer of the Card following a dispute with the Buyer, the Vendor accepts that GW may reverse any transfer of funds by Card
6.2 RepaymentThe Vendor may, at any time, instruct GW to cancel a transfer of funds by Accepted Payment Methods, in order to repay a designated Buyer the purchase price of goods or services under the sales conditions adopted by each Vendor.
In case of payment by Card, the repayment transaction is carried out by GW by crediting the Card used by the Buyer within the limits of the rules of each network and within five (5) business days following receipt by GW of the request for repayment. In case of other Accepted Payment Methods, GW will repay the Buyer corresponding to the Accepted Payment Method used by the Buyer for his/her payment.
6.3 Execution of Payout TransactionsThe sums credited to the CF Secure Account will be transferred to the bank account of the Vendor – less fees owed by the Vendor under this Agreement – without the requirement of the Vendor’s further activity as soon as the following conditions are met:
The purchased good for which the sums have been paid has been delivered to the Buyer according to the delivery service; and
The 7 days withdrawal period has expired without the Buyer executing his right of withdrawal.
6.31. Currency of Payout TransactionsThe currency of all Payout Transactions will be in United Stated Dollar
GW is not responsible to Vendor for the currency conversion rate charged by Vendor’s Bank when converting USD to Vendor’s local currency
7. Blocking of login details, Transaction dispute and Reporting 7.1 Blocking of login detailsThe Vendor must inform GW through Caratfinder.com of the loss or theft of his/her login details, misappropriation or any unauthorised use of them or of his/her data without undue delay in order to request that the login details be blocked.
As the unauthorised use of login details normally can’t result in the misuse of Vendor’s funds held in the CF Secure Account, Vendor’s Transactions will usually not be stopped due to a blocking of login details. Nonetheless, GW can block Payout Transactions in the event of special circumstances which justify blocking Payout Transactions.
GW and Caratfinder.com shall not be held liable for any consequences arising from blocking by fax or e-mail which was not sent by the Vendor.
7.2 Disputing a TransactionFor any complaint relating to the Payout Transactions executed by GW as part of this Agreement, the Vendor is advised to contact Caratfinder.com’s customer service
The Vendor who wishes to dispute a transaction unauthorised by him/her must inform GW through Caratfinder.com’s customer service by email/telephone as soon as possible following his/her becoming aware of the anomaly and no later than eight (8) weeks following entry of the transaction in the CF Secure Account. GW will undertake an investigation to validate the legitimacy of the request and after validation make adjustments accordingly
Fees indicated in Article 5 may be still collected in case of an unjustified dispute of a Payout Transaction.
7.3 ReportingGW shall make available to the Vendor, upon written request
The Vendor will be able to obtain from GW a statement of Payout Transactions made from the CF Secure Account.
8. Amendment of the Framework AgreementGW reserves the right, at any time, to amend the Framework Agreement. Such amendments are made accessible by Caratfinder.com to all Vendors prior to their coming into force.
Any Vendor may refuse the amendments proposed and must notify Caratfinder.com’s customer service of the refusal by written notice prior to the amendments coming into force.
In case of a refusal of the amendments by the Vendor, this refusal will result in the termination of this Agreement, at no cost, and in the transfer of the money held in the CF Secure Account to the bank account of the Vendor.
If the Vendor does not refuse the amendments, the relationship between the Parties shall be governed by the new version of this Agreement.
9. SecurityGW undertakes to provide its services in compliance with the applicable laws and regulations and standard industry practices. Notably, GW will make every effort to ensure the security and confidentiality of the Vendor’s data, in accordance with current regulations in force.
GW reserves the right to temporarily suspend access for technical, security or maintenance reasons, without these operations entitling to any compensation. GW undertakes to limit this type of interruptions to those which are strictly required.
However, GW and Caratfinder.com shall not be held liable by the Vendor for any errors, omissions, interruptions or delays in operations carried out via Caratfinder.com resulting from unauthorised access to Caratfinder.com. GW and Caratfinder.com shall also not be held liable for any theft, loss or unauthorised communication of data resulting from unauthorised access to Caratfinder.com. Furthermore, GW and Caratfinder.com remains uninvolved with the legal relationship existing between the Buyer and the Vendor. GW and Caratfinder.com shall not be held liable for any faults, shortcomings or negligence of the Buyer or the Vendor towards each other.
10. Limitation of liability of GWGW shall in no way intervene in legal relations between the Vendor and the Buyer. GW shall exercise no control over the compliance, safety, legality, characteristics and appropriateness of the products subject to a Payout Transaction.
Any transaction carried out by a Vendor gives rise to a contract directly formed between himself and the respective Buyer. Consequently, GW and Caratfinder.com cannot be held liable for the failure to execute or the substandard execution of the resulting obligations or for any damage caused to the Vendor.
Notwithstanding any provision otherwise provided for in this Agreement, the liability of GW to a Vendor is limited to the compensation for direct damages as provided for by the applicable regulations.
11. Commitments of the VendorThe Vendor guarantees that no element of his/her profile on Caratfinder.com affects the rights of third parties or is contrary to the law, public order and morality.
The Vendor undertakes not to:
(i) Execute the Framework Agreement illegally or under conditions likely to damage, disable, overload or alter Caratfinder.com;
(ii) Impersonate the identity of another person or entity, falsify or conceal his/her identity or his/her age or create a false identity;
(iii) Disseminate personal data or information relating to a third party, such as postal addresses, telephone numbers, email addresses, bank card numbers etc.
Without prejudice to legal action taken by third parties, GW is entitled to personally undertake any legal action intended to repair the damage that it may have personally suffered due to the Vendor’s failure to respect his/her obligations under this Agreement.
In case of breach of the Vendor’s obligations, GW may take any appropriate measures in order to stop the relevant actions.
12. Duration and terminationThe Framework Agreement is concluded for an indefinite period of time. It shall enter into force from its date of acceptance by the Vendor.
The Vendor may terminate the Agreement at any time and by complying with a notice period of thirty (30) calendar days. GW may terminate the Agreement at any time and by complying with a notice period of two (2) months.
In order to terminate this Agreement, each Party shall transmit a notice of termination to the other Party by email. The notice of termination by a Vendor shall be sent to the following email address: info@gemsworlddubai.com
Following termination of the Service Agreement, the credit balance held in the CF Secure Account for the Vendor will be transferred without undue delay, but in any case not later than 13 months after the termination, to the Vendor’s bank account after deduction of the fees due and payable to GW. After having transferred the respective amount to the bank account of the Vendor, GW has no more obligations towards the Vendor.
In case of serious breaches or fraud attributable to the Vendor, GW reserves the right to suspend or terminate the Agreement via email without prior notice.
In case of serious breaches or fraud attributable to the Vendor, GW reserves the right to suspend or terminate the Agreement via email without prior notice.
13. Right of withdrawalA Vendor who is not acting for professional purposes (consumer) has 14 (fourteen) calendar days to exercise his/her right of withdrawal, without having to justify any reason or pay any penalty. This withdrawal period takes effect from the date of the registration as a Vendor.
The Vendor must notify his/her withdrawal request to Caratfinder.com’s customer service within the allotted period by telephone or e-mail and send a confirmation letter to the address of Caratfinder.com’s customer service.
As per his/her right of withdrawal, the Agreement will be terminated at no cost
14. Personal data and professional secrecy14. Personal data and professional secrecy
The Vendor accepts that his/her personal details and information collected by GW as part of this Agreement may be transmitted to operational providers with whom GW is in a contractual relationship for the sole purposes of executing Payout Transactions and services, provided that these third-party recipients of personal data are subject to regulations guaranteeing a sufficient level of data protection. The list of third-party recipients of the Vendor’s data is accessible upon request from GW at the following email address: info@gemsworlddubai.com. This information is kept by GW or by any company authorised for this purpose in accordance with legal and regulatory rules.
Certain information collected and kept by GW as part of this Agreement may give rise to the right of access and correction. Any Vendor may, at any time, obtain a copy of the information concerning him/her upon request addressed to GW’s customer support service at the following address: info@gemsworlddubai.com. The Vendor may request the deletion or correction of this information by email to the following address: info@gemsworlddubai.com . The Vendor shall inform GW of an amendment of his/her contact details by sending an email to the following address: info@gemsworlddubai.com
GW will store personal information and data for the maximum applicable legal or regulatory duration depending on the purpose of each type of data processing.
15. Force majeureThe Parties shall not be held liable, or be considered as having failed to honour this Agreement, in the event of delay or non-execution, when the cause is related to a case of force majeure as defined by the jurisprudence of French courts.
16. Protection of fundsThe Vendor’s funds are protected against any claims from other creditors of GW, including enforcement proceedings or insolvency proceedings against GW.
The Vendor’s funds are deposited at the end of each Business Day into a bank account opened with a Bank and are ring fenced by it.
17. Non-transferabilityThe Framework Agreement may neither be partly nor wholly transferred by the Vendor with or without charge. Therefore, the Vendor is prohibited from transferring to a third party any of the rights or obligations that he/she holds hereunder. In the event of breach of this prohibition, in addition to the immediate termination of this Framework Agreement, the Vendor may be held liable by GW.
18. FeesThe services offered as part of this Framework Agreement are invoiced by GW in accordance with Article 5.
All fees owed by the Vendor are automatically deducted from the CF Secure Account by GW in accordance with Article 5.
19. Agreement in relation to proofAll data held in a permanent, reliable and secure manner in the computer database of GW, in particular relating to payment orders and confirmations received by the Vendor, notices sent, withdrawal and Payout Transactions, will prevail between the parties until proven otherwise.
20. ComplaintsThe Vendor is advised to send any complaint to the customer service indicated on Caratfinder.com.
Any complaint other than as provided for in Article 7.2 relating to the conclusion, execution or termination of the Framework Agreement shall be notified by email to the following email address: info@gemsworlddubai.com
21. Governing Law and Jurisdiction21.1 Any dispute arising out of or in connection with this agreement, including any question regarding its existence, validity or termination, shall be subject to the exclusive jurisdiction of the Courts of the emirate of Dubai.
21.2 This agreement shall be governed by and construed in accordance with the laws of the Emirate of Dubai
22. Severability clauseIf any of the provisions of this Agreement are considered invalid or unenforceable, they shall be deemed unwritten and shall not affect or invalidate the remaining provisions.
If one or more provisions of this Agreement become obsolete or are declared as such by a law, a regulation or following a final ruling made by a competent jurisdiction, the other provisions shall retain their binding force and scope. Provisions declared null and void shall be replaced by provisions closest in meaning and scope to those initially agreed.