- Acceptable Use
- Value Added Tax (VAT) and Sales Tax
- Pricing and payment of a Product
- Refund policy
- License Terms
- Terms for Vendors
- Consequences of breach
- Legal disclosure
1.1. This Agreement (also referred to as “Terms”, or “Terms and Conditions”, in this document) governs your use of the Who is your ADDIE (Pty) Ltd (“Who’s your ADDIE”, “us” or “we”) website and related services (“the Platform”, located at www.whosyouraddie.com). Please take note of the following definitions to interpret the contents of these Terms:
1.1.1. where we refer to a “User” or “you”, this is any person that makes use of the Platform. By using the Platform, all Users agree to these Terms regardless of whether they have a membership account;
1.1.2. where we refer to a “Visitor,” this is any User of the Platform that is not authenticated (logged into an account);
1.1.3. where we refer to a “Vendor”, this is any User that sells digital products on the Platform;
1.1.4. where we refer to a “Customer”, this is any User who purchases or otherwise legally procures a Product from a Vendor on the Platform. Note that all Vendors profiles are by default also Customer profiles;
1.2. Who’s your ADDIE is a digital marketplace for creators of original content to sell their digital e-learning templates and products to Customers. We encourage you to read the below terms carefully, and feel free to contact us for clarifications.
1.3. These Terms apply to your use of https://www.whosyouraddie.com/ (“the Platform”), including all sub-domains.
1.4. These Terms create a legally binding agreement between us and you and will apply as soon as you start using the Platform. By using the Who’s your ADDIE platform, you agree to be bound by, and abide by, these Terms. If you do not agree to be bound by these Terms, or are unable to enter into a binding agreement, then please do not make use of our services.
1.5. Your use of the Platform will be regulated by these Terms as well as any other policies and terms available on the Platform.
1.6. At times, the Platform may link to external sites that are not operated by us, or display content embedded from external sites. Your engagement with these external sites is governed by their Terms.
1.7. Unless notice is required by law, we may change these Terms from time to time in line as required by changes to the law or our business needs, without notice. If any material changes to these Terms occur, we will notify you of this. If you have any questions about how we handle user data and personal information, feel free to contact us.
1.8. It is your responsibility to ensure you are familiar with these Terms and consider it when you make use of the Platform. If you do not agree with any terms outlined in these Terms, you must stop using the Platform.
1.9. These Terms are effective as of 01 March 2021.
2. Acceptable Use
2.1. You are not authorised to use the Platform if:
2.1.1. you are under the age of 16;
2.1.2. any of your accounts have been removed from the Platform by an Who’s your ADDIE admin;
2.2. The following types of content is not permitted to be hosted, displayed, referenced or linked to from the Platform:
2.2.1. content that discriminates against individuals based on age, disability, ethnicity, gender identity, nationality, race, religion, or sexual orientation;
2.2.2. content with nudity or sex;
2.2.3. content that displays cruelty to animals;
2.2.4. deceptive, misleading or fraudulent content;
2.2.5. content intended to disseminate disinformation;
2.2.6. content intended to encourage pedophelic behaviours;
2.2.7. content intended to threaten or incite violence;
2.2.8. content that depicts extreme violence or the results thereof;
2.2.9. content that harrasses an individual or group of individuals;
2.2.10. untruthful comments about an individual or group of individuals intended to defame them;
2.2.11. anything that violates the intellectual property rights of others;
2.2.12. content that is illegal where you are located or conducting business;
2.2.13. promotional, spam or commercial solicitation messaging.
2.3. The following activities are not permitted on the Platform:
2.3.1. attempts to negatively impact or alter the Platform and its operation;
2.3.2. attempts to gain access to the personal information or intellectual property of other users of the Platform without their consent;
2.3.3. attempts to make unsolicited contact with other users of the Platform;
2.3.4. attempts to use information gained from the Platform with the intention to reach a private agreement that would otherwise have been business conducted on the Platform;
2.3.5. use of information or products gathered from the Platform in a way that may be misleading to consumers;
2.3.6. impersonating another person or misrepresenting yourself or your affiliation with a person, engaging in fraud or attempting to hide or hiding your identity;
2.3.7. bypassing copyright restrictions or misusing products.
3.1. We do our best to ensure all products are of a high standard and meet requirements, and that our Platform is safe to use. However, we are not liable for any cost, damage, liability, loss or expense caused by or in connection to:
3.1.1. copyright infringements on the part of a Vendor;
3.1.2. copyright infringements on the part of a Customer or client of a Customer;
3.1.3. misuse of a Product;
3.1.4. exposure to inappropriate or unlawful content as a result of a Vendor or Customer’s violation of these Terms;
3.1.5. purchases made in error, including errors due to a lack of understanding of the nature of the Product;
3.1.6. the removal of content that does not comply with these Terms;
3.1.7. the suspension or removal of Customers or Vendors that have violated these Terms;
3.1.8. returns and associated refunds as covered by these Terms;
3.1.9. returns and associate refunds not covered by these Terms;
3.1.10. unauthorized use of a Customer or Vendor’s account(s);
3.1.11. breach of the Who’s your ADDIE data security measures, resulting in unauthorized access to users’ personal data and / or digital products stored by Who’s your ADDIE, provided that Who’s your ADDIE has the available industry standard protocols in place to protect the user information with which we are entrusted
4. Value Added Tax (VAT) and Sales Tax
4.1. As a Vendor, you are responsible for registering for, charging and paying any taxes that apply to you as determined by the applicable tax law, with the exception of collecting VAT from EU Customers;
4.2. For transactions that occur outside of the EU, the Vendor is responsible for ensuring that they set a List Price that takes any applicable VAT or Sales Tax into consideration;
4.2.1. if in this case a Customer represents a VAT-registered business entity and would like to claim back VAT on a transaction, the Customer should contact the Vendor for a custom tax invoice. If the Vendor is VAT-registered, they should be prepared to issue a custom tax invoice on request.
4.3. In cases where the Customer is located in the EU, the following Terms govern the collection of VAT in EU Member States:
4.3.1. when a Customer is located in an EU Member State, we will charge, collect and account for VAT as determined by law;
4.3.2. Customers currently do not have a means of providing their VAT number to us, therefore we collect VAT for both business to consumer (B2C) and business to business (B2B) transactions;
4.3.3. the tax rate is calculated and taxed as governed by the laws of the country where the Customer has a permanent address or usually resides, as indicated by their Billing Address;
4.3.4. the Customer is responsible for ensuring they provide the correct Billing Address to ensure that we calculate their tax rate as accurately as possible;
4.3.5. we reserve the right to request that a Customer provides us with tax-related documentation to allow us to identify and locate them accurately.
4.3.6. we issue invoices or tax invoices for EU transactions to include an indication of the VAT rate charged on the transaction.
5. Pricing and payment of a Product
5.1. Please make use of the below definitions to interpret the Terms concerning pricing and payments on the Platform:
5.1.1. List price: This is the price that is visible to the Customer on the platform, and the price they pay for their Products;
126.96.36.199. when calculating their List Price, Vendors should take into consideration whether or not their chosen price will also take any VAT or Sales Tax for which they are registered or accountable in their country of residence;
5.1.2. Customer Payment Processing Fee: This is the portion of the List Price paid to the Customer’s chosen payment processing service provider, as determined by the relevant payment processing service provider;
5.1.3. Commission: This is the portion of the List Price paid to Who’s your ADDIE. This is 20% of the List Price;
5.1.4. Value Added Tax: if the Customer is located in an EU member state, Who’s your ADDIE is required by law to collect and pay VAT on the Vendor’s behalf. For this reason, Customers in the EU will have VAT added onto the List Price in their cart, and the VAT is itemised on their invoice. For Customers located elsewhere, the List Price includes any taxes that apply to the particular Vendor. This tax will not be itemised on the invoice unless a custom invoice is requested by the Customer, in which case the Vendor is required to issue a tax invoice;
5.1.5. Vendor Licensing Fee: This is the portion of the List price that the Vendor receives for licensing their intellectual property to the Customer. To calculate the Vendor Licensing Fee of a transaction:
- Commission = List Price * 20%
- Vendor Licensing Fee = List Price – Commission
For example, if the List Price is $100:
- Commission = $20 (calculated as $100 * 20%).
- Vendor Licensing Fee = $80 (calculated as $100 – $20)
5.2. As a Vendor, you are responsible for setting the List Price of your Product, and apply discounts on the List Price at your discretion.
6. Refund policy
6.1. We aim to ensure that Customers are satisfied with all Products purchased on Who’s your ADDIE. However, if a Product does not meet a Customer’s expectations, keep in mind that downloadable digital products cannot be returned in the same way that physical products can be returned. It is important to be sure you have selected the correct Product before you purchase it. In turn, Who’s your ADDIE requires that Vendors provide accurate and complete information about their Products.
6.2. The Who’s your ADDIE Refund policy is set and enforced by us. Vendors cannot create or set their own or additional terms. This refund policy therefore contains all regulations and processes that are applicable on Who’s your ADDIE.
6.3. Our policy concerning refunds for Products that contain technical errors and difficulties are as set out below:
6.3.1. we do not automatically grant refunds for perceived technical errors in digital products, as it is initially unclear whether the Product is faulty or whether the Customer is attempting to use the Product in ways not intended by the Vendor;
6.3.2. if you are a Customer and you encounter technical errors in a Product purchased on Who’s your ADDIE, please contact the Vendor directly via their shop page for assistance;
6.3.3. if you are a Customer who is unable to make contact with a Vendor within a reasonable time frame, or you are a Customer who is unable reach an agreement with a Vendor concerning your technical error, please contact us and we will step in to mediate;
6.3.4. Vendors are expected to reply to Customer enquiries concerning reported technical errors within a reasonable timeframe. If we repeatedly receive complaints that a Customer is unable to reach a Vendor with a request to assist with a reported technical error, we may impose sanctions against that Vendor (see the Consequences of Breach section of these Terms), as we strive to maintain an excellent standard of service on Who’s your ADDIE.
6.3.5. If the Vendor concludes that the reported technical error is as a result of intentional or unintentional misuse of the Product, they may forward proof of this conclusion to the Customer and Who’s your ADDIE admins to close the matter. Vendors are not required to assist Customers in making use of their functional digital products, as Customers are expected to have the skills required to make use of the product they purchased.
6.4. Although Who’s your ADDIE reserves the right to consider mitigating and aggravating factors and make judgements on a case-by-case basis, we generally offer refunds if the Customer requests a refund within 30 days of making the purchase in question, and the refund is requested for one or more of the following reasons:
6.4.1. the Customer accidentally purchased two of the same product;
6.4.2. there is a technical issue with the product that the Vendor is unable to resolve within a reasonable timeframe after the Customer contacted them, and this is confirmed by the Vendor;
6.4.3. the product was misrepresented in that it differs significantly from the images, description or demo file associated with it. If a Customer requests a refund for this reason, Who’s your ADDIE admins will make the judgement of whether the product was objectively misrepresented by the Vendor, so as to ensure that the Customer’s subjective expectations are not in play for the decision.
6.5. We do not process refunds if:
6.5.1. the Product was purchased 30 days or more before the request for refund was received by Who’s your ADDIE;
6.5.2. one instance of the Product was purchased in error;
6.5.3. the Customer no longer needs the Product;
6.5.4. the Customer, after purchasing a Product, found a different Product they would prefer to the one they purchased;
6.5.5. the Customer is subjectively dissatisfied with the quality of a product that was accurately represented by the Vendor;
6.5.6. the Customer experiences internet or network issues;
6.5.7. the Customer lacks the technical skills to make use of the product or understand what they purchased;
6.5.8. the Customer claims that a product has technical errors, but this claim is disproved by the Vendor.
6.6. If you are unhappy with the service you have received from a Vendor or with the quality of a Product you have purchased on Who’s your ADDIE, we encourage you to leave a review on the Product’s product page, so that other Customers can be informed of your experience. We are committed to delivering high-quality products and creating a community of expert Vendors, so we greatly appreciate your feedback.
6.7. Disputes: If you have read through the Refund policy and are unable to reach an agreement with the Vendor that adheres to these Terms, please contact us and we will assist with resolving the dispute. Please note that Who’s your ADDIE reserves the right to make the final judgment on all refund disputes.
7. License Terms
7.1. The terms outlined in this License for digital Products distributed on the Platform, are applicable to any purchaser of a product on the Platform, hereafter referred to as “the Customer”.
7.2. All products on the Platform are currently licensed for Single Use to create an End Product. When downloading a digital product from the Platform as a Customer, you acknowledge that you do not own that Product. Whether that Product is free or purchased, your download gives you the right to use the Product in the ways outlined in these Terms, not to resell the Product as is.
7.3. The Single use to create an End Product license grants the Customer the right to Perpetual, worldwide, non-exclusive use of the selected digital Product purchased on the Platform (hereafter referred to as the “Product”) in a single application to create an End Product. A qualifying End Product:
7.3.1. is created for use and distribution either for the Customer or for one client of the Customer;
7.3.2. can be distributed for free or for payment;
7.3.3. must require skill and effort to create;
7.3.4. in the case of the Product being a template, the End Product is a customized implementation of the Product. For example, if the Product is an Articulate Storyline Template, you would need to add your own content (whether text, photos or other media) to that Storyline Template in order to create an End Product. You can either distribute that completed Storyline Course (End Product) yourself, or sell it to one client. If you would like to create a similar End Product to sell to a different client, you have to buy the Product again, as you can only create one End Product with each purchase.
7.3.5. in the case of the Product being an asset other than a template, the End Product must incorporate other content so as to be larger in scope and different in nature to the Product. For example, if the Product is an icon pack intended to be used in a motion graphic, the motion graphic is the End Product. You can either distribute that completed motion graphic yourself, or sell it to one client. If you would like to create a similar End Product to sell to a different client, you have to buy the Product again, as you can only create one End Product with each purchase.
7.4. The Customer is not permitted to:
7.4.1. redistribute the Product, or a modified version of the Product, on its own or bundled with other Products, either as a product for sale or as a gift;
7.4.2. use the Product to create tools, templates or source files that are redistributed;
7.4.3. trademark the Product or the End Product which the Product was used to create. An example of this is using a Product to create a logo;
7.4.4. use the Product in an application that allows other end users to customise a design;
7.4.5. extract parts of the Product for use in another End Product or to create a stand-alone product. For example, if you purchase an Articulate Storyline Template, you cannot extract the icons from that template to use in another End Product, or distribute the icons as a standalone product;
7.4.6. use images of persons included in the Product to create a fake identity, demean or mock the person in the image, or imply personal endorsement of a product by the person;
7.4.7. permit a client or end user (a person interacting with or consuming the End Product) to extract the Product from the End product.
7.5. If a Product contains a licensed component sourced elsewhere, this component and its license terms will be identified by the Vendor in the Product’s information. In such a case, this other License will only apply to the applicable component, whereas this License applies to the rest of the Product.
7.6. If a Product contains recognisable references to other existing products, trademarks or other intellectual property owned by others, remember that the Product is licensed on the basis of editorial use. It is the Customer’s responsibility to determine whether the End Product is of such a nature that further clearance from the owner of others’ intellectual property is required.
7.7. If this license is breached and consequently terminated, the Customer must ensure that distribution of the End Product is ceased until the Product has been removed from it.
7.8. The Vendor that sells the Product to the Customer retains ownership of the Product, and grants this License to the Customer based on the terms outlined here. This license is therefore between the relevant Vendor and the Customer; the Platform is not a party to this license.
7.9. Please note that all refunds are governed by the Refunds Policy section of these Terms.
7.10. If you are unsure if your intended use of the Platform’s services or your use of Products purchased on the Platform is acceptable, please feel free to contact us with your questions.
8. Terms for Vendors
8.1. In addition to the Terms outlined in other sections of this document, the Terms in this section apply specifically to Vendors on the Platform.These terms apply regardless of whether the Product is a paid Product or a free Product.
8.2. Nature of relationship: nothing in this agreement constitutes a partnership of any kind between a Vendor and Who’s your ADDIE. You cannot act on behalf of us.
8.3. We reserve the right to:
8.3.1. approve or withhold approval of your Vendor profile and associated Shop;
8.3.2. deactivate your Vendor profile if you violate these Terms or any other policies or agreements available on the Platform;
8.3.3. approve or withhold approval of any of your digital products or Products;
8.3.4. remove any of a Vendor’s Products from the Platform for any reason, using our discretion, without us being liable for any damages suffered by the Vendor as a result. If this removal is not the result of a direct violation of our Terms, we will endeavour to work closely with the Vendor on resolving any issues constructively before resort to removing any of the Vendor’s Products;
8.3.5. determine, update and enforce the Refund Policy, as outlined in these Terms, at our own discretion with no input from the Vendor if we deem this to be the appropriate recourse;
8.3.6. approve or reject refunds on behalf of the Vendor;
8.3.7. withhold our Commission, the calculation of which is outlined and explained elsewhere in this section of the Terms, from your payment;
8.3.8. set all terms that govern interactions between Vendors and Customers and Vendors and Who’s your ADDIE. You are not allowed to offer different or additional terms to Customers in any form of communication with Customers.
8.3.9. use the whole or part of your product or its promotional images to promote Who’s your ADDIE in various contexts without payment or other compensation;
8.3.10. provide Customers with your contact or Vendor information if this is required, such as when assisting Customers with queries or processing transactions;
8.4. As a Vendor, you warrant to us that:
8.4.1. you agree to these Terms, will abide by these Terms in good faith, and cooperate with our requests for your reasonable assistance in enforcing these Terms;
8.4.2. you will not purchase your own Products using a single or multiple accounts on our Platform;
8.4.3. any of your Products distributed on the Platform are exclusively distributed on Who’s your ADDIE. This includes private dissemination of products to our Customers. Any Customer or Vendor who attempts to circumvent this exclusivity right will have their account(s) suspended from the Platform. If you want to retain or regain the right to distribute the relevant Products elsewhere, contact us to negotiate a different fee structure.
8.5. As a Vendor, you warrant to us and to the Customer that you:
8.5.1. will only sell Products on our Platform that are of good quality and fit to use for the purposes as outlined in the description, image, categorisation of or other information about that Product;
8.5.2. will ensure that the information you provide about your Products is accurate and not misleading or defamatory in any way, and include sufficient information concerning the interoperability of the content with relevant hardware and software;
8.5.3. your Products and their descriptions do not violate these Terms or any applicable law or regulation;
8.5.4. the Product does not contain anything designed to destroy or impede the functionality of computer software or hardware;
8.5.5. are the intellectual property owner of any Product that you distribute on Who’s your ADDIE, whether this Product is free or for a cost. In most countries, you do not need to register for copyright protection for this to be the case, but copyright registration may offer you additional protection in case of a dispute. Consult your local copyright laws to ascertain the best option for you. In addition, you agree to bear the burden of proof of intellectual property ownership of a Product if this ownership is disputed.
8.5.6. grant the Customer the right to use the Product as governed in the License Terms. Note that the Customer cannot purchase the intellectual property rights from you on Who’s your ADDIE, they can only purchase the right to use the Product in the ways outlined in the License Terms.
8.5.7. will honor the Terms and other agreements provided on this Platform when conducting business with our Customers;
8.5.8. you will provide accurate and complete information to us (and where relevant, the Customer), about yourself, your Shop and your Products;
8.5.9. you will use appropriate, industry-standard security measures to protect and keep confidential any Customer information that we provide to you when processing transactions or resolving Customer queries, and you will process a Customer’s information in accordance with applicable privacy law and data protection regulations;
8.5.10. you will use Customer information only for purposes related to the specific transaction in the service of which they were provided to you;
8.5.11. you will not contact or attempt to contact Customers for any reason other than assisting with that Customer’s refund request;
8.5.12. you will not in any way attempt to contact any of our Customers or Vendors to solicit their business in a private capacity in an attempt to circumvent our Commission deduction.
8.6. Withdrawals: When a Vendor sells a Product to a customer, the Vendor Licensing Fee is held by Who’s your ADDIE until such a time as the Vendor makes a withdrawal. The following Terms apply to withdrawals:
8.6.1. Customers can request a refund for up to 30 days after purchasing a Product. For this reason, a Vendor can only withdraw the earnings for a particular transaction once the initial 30 day period has passed. For example, if a Vendor has $500 in their account, but $200 of that $500 was raised from transactions that took place in the last 30 days, then only $300 is eligible to be withdrawn.
8.6.2. we will usually approve your withdrawal request within 48 hours of the receiving your request, but the amount withdrawn may take up to 14 days to reflect in your account, depending on your location and your chosen payment processing service;
8.6.3. a payment processing fee will be deducted from your earnings by the relevant payment processing service provider, and depending on your location and banking service, you may also be responsible for a currency conversion fee charged by the payment service provider or your relevant financial institution(s);
8.6.4. to accommodate the applicable payment processing fees, there is a minimum threshold for withdrawals (displayed in the Withdrawals section of your Vendor dashboard) that we reserve the right to update as required;
8.6.5. you are responsible for ensuring that your payment and contact information is correct; if we cannot pay your withdrawal due to incorrect information, your earnings will be held by us indefinitely;
8.6.6. if you never request a withdrawal, we may hold your earnings indefinitely.
9. Consequences of breach
9.1. Failure to comply with these Terms and other agreements available on this Platform, and inappropriate behaviour of any kind, will result in one of the following sanctions, without warning and at our discretion:
9.1.1. the removal of the offending content;
9.1.2. the termination or suspension of the offending User’s account;
9.1.3. reporting the transgressor to the appropriate authorities.
9.2. If you are unsure if your intended use of the Platform’s services or your use of Products purchased on the Platform is acceptable, or you suspect violations of the Terms or other policies, please contact email@example.com.
10. Legal disclosure
10.1. Platform owner: Who is your ADDIE (Pty) Ltd 9342547912
10.2. Legal status: Who is your ADDIE is a private limited company, duly incorporated in terms of the applicable laws of South Africa.
10.3. Directors: S Bandli and L Steenkamp
10.4. Description of main business: Who is your ADDIE is a multi-vendor marketplace for e-learning templates and assets.
10.5. Website: www.whosyouraddie.com
10.6. Email: firstname.lastname@example.org