The Agreement

General

These General Terms and conditions (T&C), shall govern the provision of services through an account, as specified further therein, via “Dyakonshop” - an e-commerce platform available at the website: https://www.dyakonshop.com, further referred to as “the Website”, entirely owned by „Bullchain” Ltd, a company with Registry code: 207007572, VAT Number: 207007572, Address: Bulgaria, Sofia, Mladost 2, bl. 257 B, Ground floor( The Company). They shall be also applicable for the provision of services via mobile applications or any application programming interface (API) provided by „Bullchain” Ltd in relation to the use of dyakonshop.com, as well as of any other related services (collectively the “Services”).

These T&C shall serve as a legally binding Agreement between „Bullchain” Ltd, hereinafter referred to as “Company”, “We”, “Us” or “Our”, and the user of the services provided via dakonshop.com (referred to as “the Platform” or “the Website”), who access the Platform in order to act as a Seller – namely individual, or individual running his/her own business, or individual as a representative of legal entity or other business formation, hereinafter referred to as a “Merchant”, “User”, “You” or “Your”.

The provisions of the present T&C shall be binding either for Merchants or for Sellers acting as an individual and/or business unless otherwise stipulated in the applicable legislation.

An integral part of the present T&C shall be the Privacy policy and any other policy, procedure, guidelines, instructions or other documents or notices ensured available on the Website and updated from time to time as the case may be.

Each merchant( individual or business) who attempts to register on the Website and open an account with us for using the Services shall read carefully the entire T&C. Before finalizing your registration and/or before using our Services we will ask you to agree with the T&C and to be bound to them. IF YOU DO NOT AGREE, DO NOT ACCESS OR USE dyakonshop.com.

An Individual merchant is a person who is selling second-hand goods. Please have in mind that there are no warranties for such goods and also that there are some which are forbidden for online sale. ( please refer to our Restricted and prohibited items Policy.

By clicking on the “I agree” button presented with these T&C and/or by using the Services, you confirm that you have become familiar with the T&C and agree to be bound thereto.

Additionally, when using certain features of the Services, you may be subject to additional terms and conditions applicable to such features. We will ensure up-to-date the relevant terms and conditions available for our Users on the Website and/or via other appropriate means, so as to enable users to become familiar and agree with them before using the Service.

This Agreement shall be governed by the law of the country of registration of the Company - Bulgaria.

Limitations on the contractual relationship

• The present Agreement does not entitle nor bound any of the parties to consider it as a legal basis for the creation of the partnership, joint venture, employment relationship, or sales representation.
• The Company does not intermediate or negotiate for the conclusion of the sale between the Merchant and the buyer. Any concluded sale is a result of direct negotiations and the exchange of information between the buyer and the seller.
• Neither of the parties to this Agreement shall act as a representative of the other and shall not make or accept any offer on their behalf. Any such actions shall be treated as an infringement of the present Agreement and would not lead to obligations for the party claimed to be represented, except otherwise specified in the additional contractual clause between the parties.

Amendments to the Agreement

The Company may, at any time, due to technical, security, legal, regulatory or other reasons, amend the present T&C. We shall ensure the updated version of the T&C is available on the Website. Any and all modifications or changes to these T&C will be effective immediately upon their announcement on the Website or release to Users. If you continue using our Website and or Services provided by us after publication on the Website of the respective updated version of the T&C, we will consider that you agree to be bound by them. We encourage our Users to frequently review the available on the Website T&C to ensure that they are familiar with the applicable rules for using our Services.

Term and entry into force of the Agreement

The present Agreement enters into force for the parties upon the finalization of the registration of the Merchant on the Website. The Agreement shall be in force for an indefinite term unless otherwise specified in the Additional agreement.

Services under the Agreement

Via the Website merchants may access our web-based platform dyakonshop.com for exchanging information between buyers and sellers in order to advertise and/or sell products and services. In relation to this, Merchants may use additional services provided by the Company, referred to collectively as Services, as well as services, provided by the Company’s affiliates.

Content offered by the third party

Dyakonshop.com platform may allow Users to access content, products, or services offered by third parties through hyperlinks (in the form of word links, banners, channels, or otherwise), API, or otherwise to such third parties websites. Users shall read such websites' terms and conditions and/or privacy policies before using them. Users acknowledge that the Company has no control over such third parties websites, does not monitor such websites, and shall not be responsible or liable to anyone for such websites, or any content, products, or services made available on or through such websites.

Fees and other charges

• We charge a specific percentage ( Flat sale fee) of the selling price of goods for the Services we provide to Merchants via our Platform. The "Onboarding fee" is a fee paid by the merchant to gain access to the dyakonshop.com platform and to receive online courses that can help the merchant grow their business. In addition, that fee allows the merchant to refer other merchants and/or entrepreneurs in exchange for a commission. To reward your efforts, you'll receive 35 % in EUR of paid all merchants' onboarding fees (your referee). Every time a sale is made on Dyakonshop.com from your referee merchant, you will also receive a flat commission of 15 %. Our affiliate partners will pay the flat percentage commission in DYN tokens immediately after the sale.
• The Merchant shall face all the spending and expenses related to the use of Services, provided under the present Agreement unless stipulated otherwise in the present T&C or in an additional contractual clause.
• In order to pay all the applicable fees and other expenses related to provided Services the Merchant shall employ a payment method, associated with his/her/their account. If the payment method is debit or credit card, or payment account, by registering it the merchant gives his/her prior consent to the Company to obtain authorizations and to charge the merchant’s payment method with the relevant payment services provider for any sums payable by Merchant to Us.
• In relation to executed sales by the Merchant all payments for goods and services that need delivery will be paid to the Merchant’s account within 15 days term as specified when registering to use our Services. For goods and services that do not need delivery, the payment is immediate. Moreover, by registering to use our Services the Merchant authorizes the Company at his/her discretion and instead of charging the relevant sum for fees and expenses due using the relevant payment method (namely registered debit card, credit card, or other) to offset any amounts payable by the Merchant to the Company against any payment the Company may owe to the merchant. The Merchant also authorizes the Company to refund the buyer if he exercises his cooling-off rights within 14 days less the platform fees.
• The payments for the onboarding fee shall be made in EUR. The referral commission is paid also in EUR unless otherwise specified by the Company. All the selling prices are in DYN token and the payment is done via the licenses of the affiliate's platform. A flat sale fee is also paid in Dyakon tokens through the affiliate platform.
• We work with a crypto payment affiliate that operates on the basis of reverse solicitation for European customers. Europeans approach the affiliate platform on their own initiative. In Europe, our affiliate payment partner does not market without the appropriate license
• In the event of referral commission payments, the Company reserves the right to create self-billing invoices. The merchants are hereby agreed to.

Merchant’s Participation

The Community

We believe that trust between the members of our community should serve as a foundation for dyakonshop.com. To maintain that trust, we expect all merchants to treat each other and their customers fairly, with respect, and to deal in a good faith (bona fide). With this in mind, we do not allow our merchants to use manipulative or deceptive market practices, threats, or language that we consider to be abusive or offensive and or to accomplish fraud. In order to ensure a fruitful business environment for both Merchants and customers, the Company may conceal its relationship with any fraudulent Merchant and can inform the relevant authorities, it finds it necessary.

Eligibility to participate as a Merchant

Any individual who attempts to register for using our Services shall

• Be at least 18 years old or of legal age to form a binding contract under applicable law.
• Be with full legal capacity and authority to enter into this Agreement as well as in a contract with buyers.
• Have not previously been suspended or removed from using our Services and/or services provided by our affiliates.
• Do not currently have an account with us.
• Do not reside and/or access our Website and/or Services from restricted jurisdictions as specified further in the present T&C.

If the individual attempts to register and/or to use our Services as a representative of a legal entity or other business formation, the latest shall comply with the requirements as per

(b), (c) and (d) shall not be registered in a restricted jurisdiction as specified in the present T&C and,

the legal entity/business formation or the affiliates thereof shall not be subject to any trade restrictions, sanctions, or other legal restrictions enacted by any country, international organization, or jurisdiction.

The representative shall have all the necessary authority to bound the legal entity/business formation with the Agreement and respectively to enter into contracts with buyers on behalf of the legal entity/business formation.

By registering on the Website to use our Services you represent and warrant that you and/or the legal entity or other business formation you represent comply with the requirements under p. 9.1. and 9.2.

By registering on the Website, the Merchant agrees that he/she shall access and uses the Platform and Services for business purposes only.

The Merchant further represents, warrants, and agrees that he/she shall

• Carry on activities on the Platform in compliance with any applicable law and regulation and in particular by observing the legal requirements of the jurisdiction of his/her residence or establishment.
• Conduct business transactions with customers on the Platform in good faith.
• Carry on activities in accordance with the T&C and any applicable policies and procedures and additional agreement.
• Not use the Platform or the Services provided to defraud any person or entity (including without limitation sale of stolen items, use of stolen credit/debit cards, stolen funds of any kind);
• Do Not engage in spamming or phishing.
• Not engage in any other unlawful activities (including without limitation those which would constitute a criminal offense, give rise to civil liability, etc.) or encourage or abet any unlawful activities;
• Not attempt to copy, reproduce, exploit or expropriate dyakonshop.com databases and listings.
• Not involve any computer viruses or other destructive devices and codes that have the effect of damaging, interfering with, intercepting, or expropriating any software or hardware system, data, or personal information.
• Not involve any scheme to undermine the integrity of the data, systems, or networks used on the Platform.
• Not engage in any activities that would otherwise create any liability for the Company or our affiliates if any.
• Be solely responsible for the contents of their communications and may be held legally liable or accountable for the content of their comments or other material or information and/ or their behavior towards customers.
• Not undertake any action which may undermine the integrity of dyakonshop’s feedback system, such as leaving positive feedback for him/her/themselves using secondary User’s identification or through third parties or by leaving unsubstantiated negative feedback for another User.
• Entitled the Company to use product photos, ratings, product descriptions, logos, etc for the purpose of advertising their products.

Restricted jurisdictions

The Company reserve the right to select its markets and jurisdictions where to operate and may restrict or deny the Services in certain countries at their discretion.

Furthermore, Merchants are not allowed to access or use the Services or the Platform if they are located, incorporated, or otherwise established in, or a citizen or resident of

• Any state, country, or other jurisdiction that is embargoed or restricted by the United States of America as well as follows: https://www.tradecompliance.pitt.edu/embargoed-and-sanctioned-countries
• A jurisdiction where it would be illegal according to applicable law for the Merchant (by reason of his/her nationality, domicile, citizenship, residence, or otherwise) to access or use the Services or the Platform; or
• where the publication or availability of the Services or the Platform is prohibited or contrary to local law or regulation, or could subject the Merchant to any local registration or licensing requirements (together, the “Restricted Jurisdictions”). If we determine that the Merchant is accessing the Services or the Platform from any Restricted Jurisdiction, or has given false representations as to your location of incorporation, establishment, citizenship, or place of residence we reserve the right to close the Merchant’s account immediately and to terminate our Agreement.
• The USA

Customer’s Due Diligence

• As part of the registration, you need to provide us with your full name and the legal name of the business formation you represent, address, phone number, and e-mail address, as well as any other information or documentation we may ask you to provide. The address you provide when registering shall be the principal place of business of your business entity.
• Furthermore, as part of the registration process on the platform, the Merchant may be required to provide information or further documentation about his/her business and/or products/services.
• By registering to use our Services on the platform the Merchant represents, warrants, and agrees that any information and documentation whether submitted during the registration process or thereafter throughout the continuation of the use of the Platform or Services are true accurate current, and complete, and shall be maintained and promptly amended so as to be true, accurate, current and complete all the time.
• By registering to use our Services on the Platform the Merchant agrees with the inclusion of the contact information provided by him/her in our database and authorizes the Company and our affiliates to share this information for the purpose of providing the Services with other users and in accordance with our Privacy Policy ensured available on the Website.
• Any personal data provided by Merchants in the course of their registration and the use of our Services will be processed in accordance with our Privacy Policy.
• All our users should read our Privacy Policy before using our Website and the Services we provide. As per our Privacy Policy in some cases (when it is required by law, due to legal procedures, for prevention of financial losses, when it is necessary to report illegal activity, or when we investigate infringement of present T&C) we may share your personal data with external bodies – such as data protection authorities, officials and others.
• The Merchant shall immediately inform us in case there is a change in their personal or legal entity data, by updating the data filled in a form if applicable and/or by contacting the support team of the Company at support@dyakonshop.com. We reserve the right to acquire further information from our Merchants in certain cases.

Anti-money laundering and terrorist financing measures

The Company will refrain from carrying out transactions which suspect related to money laundering or financing of terrorism until the suspicion is reported to the responsible unit according to the applicable legislation. Where refraining from carrying out a transaction is impossible or is likely to impede the efforts to investigate a suspected transaction, we may execute the transaction and shall report the suspicion immediately afterward.

Under no circumstance the Company’s employees may disclose to a merchant or to a third party that the responsible unit has been notified or that a report concerning suspected money laundering or financing of terrorism will be, is being or has been submitted or investigation is being or has been carried out. If we have reasonable grounds to believe that funds originate from money laundering or are related to terrorist financing, we shall immediately freeze the funds( if possible) and submit a report to the relevant competent authority.

Accounts

• Through the Platform Merchants may use the Service of selling directly products and services, preliminary listed for selling, provided that they comply with the requirements as specified below.
• It is the Company’s discretion to define the content, functionality, operability, architecture, and design of the Platform, as well as the conditions for access to the Platform. The Company may authorize its affiliate or any third party for maintaining part or the whole of the Platform’s functionality as the payment process.
• For any sale undertaken through the Platform the Company shall represent neither the seller nor the buyer. We bear no responsibility for and do not control the quality, safety, lawfulness, or availability of the products or services offered for sale on the Website. We will not be liable for the fulfillment of either the sale of product/service by the merchant acting as a seller, or the purchase of the product/service by the buyer.
• The Merchant has the right and authority to sell, trade, distribute or export or offer to sell, trade, distribute or export the products or services described in the deal's description which bound those who agreed to buy.
• By posting or displaying any information, content, or material on the Platform the Merchant confirms and warrants the Company that he/she has all the rights, power, and authority necessary to do it and that intends to conclude a contract with buyers as specified in the deal description.
• Merchants acting on the sale-side are solely liable for the setting out, performance, and fulfillment of the terms and conditions of the deal conducted on, through, or as a result of the use of the Website (or Services), including, without limitation, terms regarding payment, returns, warranties, shipping, insurance, fees, taxes, title, licenses, fines, permits, handling, transportation, and storage, etc. Merchants are responsible for providing invoices to buyers for the purchase/s.
• Merchant agrees to provide all information and materials as may be reasonably required by us in connection with transactions conducted on, through, or as a result of the use of the Website (or Services). If the Merchant fails to provide the required information and materials in relation to one or more transactions, We reserve the right to suspend or terminate the User’s account, as well as any other User’s account if the owner of the business is one and the same person, without liability for any losses or damages arising out of or in connection with such suspension or termination.

Information about listed products and services

• Merchants are required to provide accurate, complete and in compliance with the requirements of the Company, ensured available on the Website information for each product or service that they intend to list for sale through the Website and shall keep it up to date so as to be accurate and complete all the time. He also needs to provide a warranty for every good place for the sale and/or a reclaim form if applicable.
• The Merchant represents, warrants and agrees that he/she/they shall be solely responsible for obtaining all necessary third-party licenses and permissions regarding any information in any form, (referred further as “content”), that they submit, post, or display using the Website and that such content does not infringe or violate any of the copyright, patent, trademark, trade name, trade secrets or any other personal or proprietary rights of any third party.
• Furthermore, every Merchant represents, warrants and agrees that any content that he/she submits, posts or displays on the Website shall
  • Not be false, misleading, or deceptive.
  • Not contain information that is defamatory, libelous, threatening or harassing, obscene, objectionable, offensive, sexually explicit, or harmful to minors.
  • Not contain information that is discriminatory or promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age.
  • Not violate the present T&C or any applicable additional agreements as our Restricted and Prohibited Items Policy.
  • Not violate any applicable laws and regulations (including without limitation those governing export control, consumer protection, unfair competition, or false advertising) or promote any activities which may violate any applicable laws and regulations.
  • Not contain any link directly or indirectly to any other websites which include any content that may violate the present T&C.
  • Be in compliance with what is allowed for sale on the platform and is not on the list of Prohibited items as specified in the Prohibited and restricted products policy, ensured available on the Website.
• We reserve the right in our sole discretion to remove, modify or reject or not approve any Merchant’s content that is submitted, posted, or displayed on the Website which we reasonably believe is unlawful, violates the present T&C, could subject the Company or the Company’s affiliates to liability, or otherwise we found inappropriate.

Listing of products or services

Provided that the Merchant submits all the necessary information about the product or service he/she wishes to list for sale in compliance with the requirements as per the present T&C, we will list it for sale and thus will promote it and ensure visible for purchasing by buyers through the Platform.

Processing of orders and payment

The Company will be responsible to provide to the Merchant information about the orders made by buyers concerning listed products and services. We will process the buyer’s order if in compliance with the relevant requirements as per the present T&C and any other applicable provisions and will notify you of the successfully placed orders and transactions.

If a sale is made on the platform based on a successful order, we will credit to your payment account the proceeds of the sale in 15 days term for goods and services that need delivery and immediately for those that do not need a delivery.

Sale fulfillment, shipping, and delivery

• For each sale made through the platform the Merchant is responsible to source, ensuring available for sale, fulfilling, shipping, and delivering the product/service in accordance with the terms as specified in the relevant Order Information, the present T&C as well as with the terms provided by the Merchant concerning the listing of the product/service and displayed on the Website at the time when the order has been submitted.
• The Merchant shall ensure that the product subject of sale is packaged properly taking into account the specificities and requirements relevant to the product packaging.
• Merchants are responsible for shipping products or facilitating pick up as agreed with the buyer no later than the agreed shipping/picking date.
• The Merchant is not allowed to cancel the sale of product/service made on the Website, except under dully specified circumstances in the relevant terms and conditions of the Merchant and in accordance with the present T&C.
• In order to ensure availability for the buyer information about the status of his/her/their order the Merchant shall provide us with the relevant information, including about the shipment and fulfillment.
• The Merchant shall comply with all the instructions, if applicable, concerning the imposition of limits for publicizing information about the product or for distributing or ensuring availability for customers of product before specified by the manufacturer or distributor release date.
• The Merchant shall identify him/her/ themselves as the seller of the product in any order information enclosed to the product and shall present him/her/themselves as the person to which the product may be returned.
• The invoice for the purchase of the product/service shall be ensured available by the Merchant to the buyer as specified in the terms of the Merchant for purchasing the product/service and in accordance with the present T&C.
• The Merchant shall be responsible if the product or service is not performed/ not delivered or if any other mistake in the delivery occurs.

Cancellation and return policy

Merchants are obliged to apply for a refund and return policy for products and services listed on the Website and shall define the amount subject to refund in case of cancellation and return of a product and/or service.

Any payments as a result of cancellation or return of the product and/or service shall be made by the Merchant using the payment method agreed between him and the buyer.

The Merchant shall provide the refund or any adjustments, if applicable, within a time frame as the relevant law require.

Taxation

• The Merchant shall observe the applicable tax law and shall collect and pay any taxes and other duties, including value-added tax (VAT), taxes on sales, use, import, and export related to the sales made via the Website and/or with the product or service subject of these sales.
• Filing of all the relevant returns in relation to the said above taxes and duties to the competent tax authorities shall be the responsibility of the Merchant.
• The Company is not responsible for the collection or payment of any taxes and other duties relevant to the sales of the Merchants through the Website. In case the law envisages that the Company shall collect VAT, or other taxes from the Merchant, in return the Merchant will be responsible for paying the amount of the tax due to the Company.
• If the law requires the Company to apply deduction or withholding of the amount of the tax or duty due, the Merchant shall make an additional payment to the Company so as to compensate the deducted or withhold an amount.
• The price of the listed product or service shall include all the relevant to the sale of product taxes and duties, including VAT, unless otherwise envisaged.

Sanctions and indemnification

Sanctions

If a Merchant breaches the provisions of the present T&C or if the Company has reasonable grounds to believe that a Merchant is in breach of any provision thereof, the Company shall have the right to take such disciplinary actions as it deems appropriate, including without limitation.

• Suspending or terminating the Merchant’s account and any and all accounts determined to be related to such account by the Company in its sole discretion without liability for any losses or damages arising out of or in connection with such suspension or termination.
• Restricting, downgrading, suspending, or terminating the subscription of, access to, or current or future use of any of the Services provided by the Company or their affiliates; (c) removing any product listings or other content that the merchant has submitted, posted or displayed on the Website, or imposing restrictions on the number of product listings or the content that the Merchant may post or display on the Website.

In the case the Company has been notified by their affiliate that the Merchant is in breach of any agreement or undertaking with any affiliate of the Company and such breach involves or is reasonably suspected to involve dishonest or fraudulent activities, the Company may, at any time and in their reasonable discretion, impose limitations on, suspend or terminate the Merchant’s use of any Service provided by the Company including via the Website without being liable to the Merchant. The Company reserve the right to, but shall not be required, to investigate such breach or request confirmation from the Merchant.

Indemnification

Every Merchant agrees to indemnify the Company, their affiliates, directors, employees, agents, and representatives and to hold them harmless, from any and all damages, losses, claims, and liabilities (including legal costs on a full indemnity basis) which may arise from Merchant’s submission, posting or display of any content, from merchant’s access to or use of the Website or Services provided by the Company, or from breach of the present T&C, any additional agreements or any provision of the applicable law.

Termination of the Agreement

Except in the other cases of termination specified in the present T&C, the Agreement may be terminated by the Merchant with an immediate effect provided that the Merchant has fulfilled his/her commitments related to the sales made before the termination as well as any liabilities to the Company or Company’s affiliates, including related to termination.

The Company may terminate the Agreement upon 30-day prior notice to the Merchant, except in cases when the Company initiate termination of the Agreement due to infringement of the present T&C, applicable legislation, or other important reasons.

Miscellaneous

Use of Intellectual property and trademarks

The Platform and the copyright on all text, graphics, images, software, and any other content used on the platform are the Company’s property, including all trademarks and other Intellectual Property Rights in respect of the content and services available on the Platform. The content on the Platform may only be used for personal and non-commercial purposes.

Merchants shall not in any circumstances obtain any rights over or in respect of the Platform (other than rights to use the platform pursuant to these T&C. Use of any content or materials on the Website for any purpose not expressly permitted in the present T&C is prohibited.

The Company is the sole owner or lawful licensee of all the rights and interests in the Website and the Website’s content. The Website and its content embody trade secrets and other intellectual property rights protected under worldwide copyright and other laws. All title, ownership, and intellectual property rights in the Website and its content shall remain with the Company, our affiliates, or licensors, as the case may be. All rights not otherwise claimed under the present T&C or by the Company are hereby reserved.

The Company may use independent third parties involved in the maintenance of the Website and provision of services through the Website (e.g., the authentication and verification service providers). The Merchant may not use any trademark, service mark, or logo of such independent third parties without prior written approval from such parties.

In the course and for the purpose of using the Platform and the Services provided through it the Merchant gives non-exclusive right and license to use all the Merchant’s trademarks, content, product information, data, and other information provided by the Merchant to the Company or its

affiliates for the provided services. Furthermore, the Merchant authorizes the Company to sublicense the above-mentioned rights to its affiliates and independent third parties involved in the maintenance of the Website and provision of services through the Website.

Force Majeure

Under no circumstances the Company shall be held liable for any delay or failure or disruption of the content or the Services accessed or delivered through the Website resulting directly or indirectly from acts of nature, forces, or causes beyond our reasonable control, including without limitation, Internet failures, computer, telecommunications or any other equipment failures, electrical power failures, strikes, labor disputes, riots, insurrections, civil disturbances, shortages of labor or materials, fires, flood, storms, explosions, acts of God, war, governmental actions, orders of domestic or foreign courts or tribunals or non-performance of third parties.

Confidentiality

The Merchant agrees to keep secret any confidential information, made available to the Merchant in the course of using the Website and the Services and shall use it only and exclusively if it is necessary for the use of Services. The Merchant shall ensure that the received by him/her/ confidential information is not disclosed to any other third parties except with the prior consent of the Company and/or if the law so requires.

Furthermore, the Merchants shall keep secret any personal data provided by his/her/their customers, accessing the Merchant’s products or services listed on the Platform. The Merchant shall use any customer’s personal data, including contact information, only to fulfill orders of the customer for the provision of listed product or service and shall not disclose any such personal data to third parties, except if otherwise agreed with the customer or required by law.