Seller Terms and Conditions
Last revised 3/14/2022
These terms and conditions constitute an agreement (the “Agreement”) between the seller (“you” or the “Seller” or the “Consignor”) and CODO, Inc (“we” or “us” or “CODO”). Please read this Agreement carefully to understand its terms fully. If you have any questions regarding this Agreement, please contact us via email at firstname.lastname@example.org. Shipping your designer item to CODO or leaving them at our showroom constitutes your acceptance of all of the provisions of this Agreement.
1. Items Bought Outright. In certain circumstances CODO will make an offer to purchase an item from Seller outright, (“Cash Offer”). Such offer is valid for thirty (30) days, at which time it expires. If seller accepts Cash Offer, Seller shall deliver the item to CODO for physical inspection within the provided 30-day period. Upon receipt of your item, CODO will review your item to confirm that it is authentic and that its condition is consistent with what has been provided in the photographs.
a) Authentic and Condition as Represented. If CODO determines that the item is authentic in its sole discretion and is in the condition as reflected in the photographs CODO will issue payment in the amount of Cash Offer.
b) Authentic, but Not in Represented Condition. If CODO determines that your item is authentic but not in the condition as reflected in the photographs submitted by you, CODO will deliver to you an updated Cash Offer. Accessories (straps, locks and keys, pouchettes, dustbags, etc.) that were expected but not shipped by the Seller may also result in CODO’s delivering an updated Cash Offer. If you accept CODO’s updated Cash Offer, then CODO will issue payment to you in the amount of the updated Cash Offer. If you reject CODO’s updated Cash Offer, then CODO will return the item to you.
c) Unauthentic Items. If CODO determines that your item is not authentic, then CODO will proceed as described in Section 3.
2. Items Received on Consignment
i) Item Pricing. CODO reserves the right to determine prices for all consignment items in its sole discretion based on comparable prices for items of the same or similar style and condition. Price estimates are not a guarantee of future payment amounts. CODO reserves the right to revise the pricing at any time if we deem that another listing price more accurately reflects the market value of that item or to correct pricing errors that may inadvertently occur. All such changes shall be effective immediately upon posting of such new item prices online.
ii) Discounts. In order to facilitate the sale of items CODO may in its sole judgement decide to offer discounts or promotions.
iii) Net Selling Price is the list price of each individual item minus applicable discounts or promotions.
iv) Commission: Consignor will receive a (“Commission”) in the amount of:
70% of the entire Net Selling Price on items selling for over $5,000
60% of the entire Net Selling Price on items selling for under $5,000
50% of the entire Net Selling Price on items selling for under $2,000
v) Return and Disposition of Consignment Items. CODO will make commercially reasonable efforts to sell consigned items for at least 90 days. If a consignment item remains unsold after 90 days, CODO reserves the right to notify the Consignor by email that CODO wishes to return the items back to its Consignor. The Consignor shall, within 30 days of such notice, to either pick up the items in person or pay $30 shipping fee and request that they be shipped to them. If CODO does not receive a response within 30 days of such email notice, the Consignor relinquishes all right, title, and interest to such consigned item or items and authorizes CODO to re-purpose, dispose or donate the items to a charity of CODO’s choice without further notice or any compensation to the Consignor.
3. Early Return and Authenticity: CODO will undertake to authenticate, photograph, create description content and list online and in our showroom each item that we receive on consignment. CODO will also pay for advertising and promotion of consignment items. Given the considerable amount of resources that CODO expends on each item we require up to 90 days to sell your consignment items.
If Item is not Authentic or You Require an Early Return. In the event we determine that your item that we received is not authentic or if you request that your consignment item be returned to you prior to the end of the 90 day term starting on the day we receive your item, (i) you will pay to CODO an authentication and handling fee of $150 for each Hermes Birkin, Kelly or Constance bag and $75 for each other item (each, an “Authentication and Handling Fee”), and (ii) CODO will return to you such item at your sole expense; provided, however, that unauthentic items for which any Authentication and Handling Fee has been left unpaid for thirty (30) days or more may be destroyed.
4. Payments. Payments for sold consignment items are issued by check on the last day of the month following the month in which the item was sold. CODO will issue the payment by check to the name and address specified in your communication with CODO and reflected in your Consignor’s account. Subject to these Seller Terms and Conditions, CODO will issue payment for the sale of a consignment item in the amount of Commission. In the event the consignment item is not authentic or the Consignor requests that the item be returned early as described in Sec. 3 an Authentication and Handling Fee and return shipping fee will be deducted from the payment.
Subject to these Seller Terms and Conditions, CODO will issue payment for item purchased outright for cash once (i) CODO has received, assessed and authenticated the item or (ii) if applicable, if you have accepted CODO’s updated Cash Offer. CODO will issue your payment by check to the name and address specified in the Cash Offer.
i) We may modify these Seller Terms and Conditions at any time. Modifications become effective immediately upon publication. If we make changes that are material, we may use reasonable efforts to attempt to notify you, including by email or placing a prominent notice on the Website. However, it is your sole responsibility to review the Seller Terms and Conditions from time to time to view any such changes. Your continued access or use of the CODO services after the modifications have become effective will be deemed your conclusive acceptance of the modified Seller Terms and Conditions.
ii) CODO shall provide all notices to you at the email address or physical address that you have provided to CODO. You are solely responsible for keeping that information current with CODO. You hereby agree that all agreements, notices, disclosures, and other communications that CODO provides electronically to you satisfy any legal requirement that such communications be in writing.
iii) Entire Agreement. This Agreement, including all attachments, constitutes the entire agreement among the parties to this transaction and replaces all prior agreements, communications and representations. No agreements, communications or representations made by any party to this Agreement that is not expressly stated in this Agreement are legally binding.
iv) No Implied Waiver. Either party’s failure to insist, in any one or more instances on strict performance by the other party of any of the terms to this Agreement shall not be construed as a waiver of any continuing or subsequent failure to perform or delay in performance of any term hereof.
v) If one or more of the provisions of this Agreement shall be declared or held to be invalid, illegal, or unenforceable in any respect in any jurisdiction, the validity, legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby and any such declaration or holding shall not invalidate or render unenforceable such provision in any other jurisdiction.
vi) Headings used in this Agreement are provided for convenience only and shall not be used to construe meaning or intent.
vii) Counterparts/Electronic Signature. This Agreement may be executed in one or more counterparts, each of which shall be deemed an original but all of which shall constitute one and the same instrument. For purposes of this Agreement, use of a facsimile, email, or other electronic medium shall have the same force and effect as an original signature.
viii) No amendment, modification or waiver of any terms of this Agreement shall be valid unless it is written and approved by all parties to this transaction.
ix) Choice of Law. This Agreement and any breach thereof or claims relating to or arising therefrom shall be construed and governed by the laws of the State of Connecticut.