Legal
General Terms and Conditions of Contract for Sellers — CanGerard
These Terms govern the relationship between NEGOCIS DIGITALS CANGERARD, S.L. and the professional sellers who register to sell on the CanGerard online marketplace. Acceptance of these Terms is an essential requirement for operating as a Seller. If the language versions diverge, the Spanish version prevails.
Version: 1.1 · 18/07/2026
1. Identification of the parties and acceptance
1.1. These General Terms and Conditions of Contract for Sellers (the "Terms") govern the relationship between NEGOCIS DIGITALS CANGERARD, S.L. (the "Platform" or "CanGerard"), with Tax ID (NIF) B88966775, registered office at Carrer de la Serra 46, 1-3, 08520 Les Franqueses del Vallès (Barcelona), registered with the Registro Mercantil de Barcelona, Volume 0, Sheet 0, Page 659764, email gerard@cangerard.cat, and the natural person carrying on a professional activity or the legal entity that registers as a seller (the "Seller"), for the use of the online marketplace accessible at cangerard.cat, cangerard.es and cangerard.com (the "Site"). 1.2. Acceptance of these Terms, by ticking the corresponding box during registration, is an essential requirement for operating as a Seller. The Terms are provided on a durable medium prior to contracting, remain accessible at all times from the Seller's dashboard and may be downloaded and stored. 1.3. The following form an integral part of these Terms: Annex I (Third-party billing agreement), Annex II (Terms of processing and disclosure of personal data), Annex III (Requirements per product category and seal criteria) and the Prohibited and Restricted Products and Content Policy (the "Prohibited Items Policy"). In the event of any discrepancy, the provisions of the Annexes shall prevail in their specific subject matter.
2. Definitions
• "Buyer": user of the Site who purchases Products, whether a consumer or a business. • "Product": physical good, digital content or service (including experiences and workshops) listed by the Seller on the Site. • "Order": acceptance by the Buyer of the offer of one or more of the Seller's Products. • "Total Price": price of the Product, including taxes, plus, where applicable, the shipping costs paid by the Buyer. • "Commission": the Platform's consideration as defined in clause 11. • "PSP": the Platform's payment service provider, currently Stripe (Stripe Connect). • "Dashboard": the Seller's private area on the Site.
3. Purpose and nature of the service
3.1. The Platform provides an online intermediation service: it hosts and displays the Sellers' offers, facilitates the conclusion of contracts of sale or of provision of services between Seller and Buyer, and channels the collection of payments through the PSP. 3.2. The Platform is not a party to the contract concluded between the Seller and the Buyer, does not acquire ownership of the Products, does not set their prices and does not assume the position of seller. The Seller is solely responsible towards the Buyer for the performance of the contract, for the conformity, safety and legality of the Products and for compliance with the consumer, sector-specific and tax legislation applicable to it. 3.3. The Seller's identity (name or company name, professional status and contact details) is displayed on each Product page and in the confirmation of each Order. The Seller expressly consents to such display, which is required by consumer legislation. 3.4. The Platform does not impose any restriction on the Seller offering its products through other channels on different terms (there are no price-parity or offer-parity clauses).
4. Registration, verification and activation
4.1. Only professional Sellers may operate: sole traders (self-employed persons) or validly incorporated legal entities established in Spain. The Seller declares that it acts for purposes relating to its trade, business, craft or profession. 4.2. During registration, the Seller shall provide, in a truthful and up-to-date manner: (a) name or company name and trade name; (b) Tax ID (NIF); (c) tax domicile and address of establishment; (d) contact details (telephone and email) and contact person; (e) bank details for the purpose of receiving payments through the PSP; (f) a declaration of its VAT regime and the mandatory invoicing particulars (clause 12 and Annex I); and (g) the declarations and accreditations per product category set out in Annex III, including, for sellers of food and beverages, their registration number in the General Health Register of Food Businesses and Foods (RGSEAA) or in the equivalent regional health register. 4.3. Registration is subject to verification and manual activation by the Platform, which may request additional documentation and refuse registration, stating its reasons. The Seller may not list Products until activation. 4.4. Registration with the PSP. The Seller must complete the registration and verification required by the PSP (Stripe connected account), accepting the applicable PSP terms, within a maximum of 30 calendar days from its activation or from its first sale, whichever occurs first. Until completion, the amounts collected from Buyers for its sales shall remain in the Platform's account with the PSP, identified and held on behalf of the Seller under the collection mandate in clause 11.1, without the Platform being able to use them for its own purposes, and shall be transferred automatically to the Seller upon completion of the registration. During that period, the Platform may suspend the listing of new Products by the Seller. If the period elapses without completion, the Platform shall cancel the pending Orders, with a full refund to the Buyers, and may pass on to the Seller the costs incurred. 4.5. The Seller shall keep all registration information up to date and shall notify without delay any relevant change (including changes of tax regime, loss of sector-specific authorisations or registrations and changes of ownership).
5. Seller account
5.1. Access credentials are personal and non-transferable. The Seller is responsible for their safekeeping and for all activity carried out from its account, and shall immediately notify any unauthorised access. 5.2. The Platform may enable additional users linked to the Seller's account under the Seller's responsibility.
6. Listing of Products: product page requirements
6.1. The Seller is solely responsible for the content of its Product pages, which must include, in a truthful, complete and non-misleading manner, all the pre-contractual information required by consumer legislation, and in particular: (a) the main characteristics of the Product; (b) the full final price, including taxes, and the unit of measurement where applicable (unit price); (c) shipping costs or the method of calculating them; (d) the dispatch period and the estimated delivery period; (e) the existence of the right of withdrawal or, where applicable, its legal exclusion according to the Product category; (f) the legal guarantee of conformity and, where applicable, commercial guarantees; (g) safety and age warnings where applicable. 6.2. Food. For food and beverages, the product page shall display, before purchase, all the mandatory food information under Regulation (EU) 1169/2011 (name, list of ingredients, allergens, net quantity, storage conditions, food business operator, alcoholic strength where applicable, etc.), with the sole exception of the date of minimum durability or use-by date. This information shall appear, as a minimum, in Spanish. 6.3. Languages. The mandatory information on product pages shall be provided, as a minimum, in Spanish. The Platform may offer fields in Catalan and English, the completion of which is recommended. 6.4. Images shall correspond to the Product actually offered. The use of images, trademarks or descriptions over which the Seller does not hold sufficient rights is prohibited (clause 17). 6.5. The Seller shall keep the stock accurate. An offer listed with available stock constitutes a binding contractual offer. 6.6. Safety information (traceability). Pursuant to Regulation (EU) 2023/988 on general product safety, the page of each physical product shall include the fields enabled for this purpose: identification of the manufacturer (name, trademark and postal or electronic address), the responsible person in the EU where the manufacturer is not established there, information enabling the product to be identified and, where applicable, warnings and safety information in Spanish. The Seller guarantees the accuracy of these details.
7. CanGerard origin seals
7.1. The Platform grants, upon request and verification, the following seals: • «Fet a Catalunya»: products manufactured or produced entirely, or in their substantial phase, in Catalonia. • «Empresa Catalana»: products of companies with their registered office or effective decision-making centre in Catalonia whose production takes place outside Catalonia. • «Distribuïdor Català»: products of non-Catalan companies distributed by a Seller with its registered office or principal establishment in Catalonia. 7.2. The Seller shall apply for the seal by means of a responsible declaration and shall provide, at the Platform's request, supporting documentation (deeds, certificates of origin, labelling, distribution agreements or other suitable evidence). The Platform may verify compliance with the criteria at any time. 7.3. Improper use of a seal constitutes a serious breach (clause 20) and may result in the immediate removal of the seal and of the affected product pages, without prejudice to the Seller's liability towards Buyers and third parties for misleading practices.
8. Regulated claims
8.1. The terms "ecological", "bio" or "organic" may only be used in respect of products certified in accordance with Regulation (EU) 2018/848; the Seller shall provide evidence of the operator's valid certificate and the code of the control authority or body. 8.2. The terms P.D.O., P.G.I. or other protected quality schemes require that the product is actually covered and certified by the corresponding management body. 8.3. The term "artisan"/"artisanal" and equivalents shall comply with the applicable regional legislation and, where it exists, with the corresponding official accreditation. 8.4. The Platform may deactivate the associated filters or attributes (Organic, P.D.O., etc.) in respect of Products whose accreditation is not on record or has expired.
9. Prices, taxes and fixed book price
9.1. The Seller freely sets its prices, which shall be displayed as the final price with all taxes included. In announcements of price reductions, the prior price shall be indicated in accordance with consumer legislation (the lowest price applied in the preceding 30 days). 9.2. The Seller is solely responsible for complying with its tax obligations (VAT, personal/corporate income tax and any others), for correctly charging VAT according to its regime and for the accuracy of the tax details provided for invoicing purposes (Annex I). 9.3. Books. Books are subject to the fixed-price regime of Law 10/2007 on reading, books and libraries: the retail price shall be set by the publisher or importer and the Seller may only apply the legally permitted discounts (as a general rule, up to 5%), with the sole exceptions provided for in that law (among others, used, remaindered or out-of-print books). The Platform may block non-compliant discounts.
10. Formation of the contract and Order management
10.1. The contract between Seller and Buyer is concluded upon confirmation of the Order by the Platform in the name and on behalf of the Seller, once payment has been authorised. The Seller receives immediate notification in the Dashboard and by email. 10.2. The Seller shall dispatch the Products within the dispatch period indicated on the product page and, failing that, within a maximum of 2 business days from confirmation, recording the tracking number in the Dashboard where the shipping method allows it. 10.3. The Seller may only cancel an Order for justified reasons (unforeseen lack of stock, manifest pricing error, impossibility of delivery attributable to the Buyer or force majeure), notifying it without delay; unjustified or repeated cancellation constitutes a breach for the purposes of clause 20. The Platform shall arrange a full refund of the cancelled Order. 10.4. Towards a consumer Buyer, delivery must in any event take place within the maximum periods provided for in consumer legislation; the Seller shall bear the consequences of any delay attributable to it, including termination of the contract by the consumer and the associated costs.
11. Payments, Commission and settlements
11.1. All payments from Buyers are collected exclusively through the PSP. The Seller accepts and shall keep in force the PSP terms applicable to its connected account and expressly authorises the Platform to receive, through the PSP, payments from Buyers in the name and on behalf of the Seller (limited collection mandate). In the payment collection flow, the Platform acts exclusively on behalf of the Seller, and not on behalf of the Buyers. Payment made by the Buyer through the Site has full discharging effect towards the Seller, regardless of when the funds are transferred or settled to the Seller. 11.2. Collection from the Buyer is implemented by means of a single charge to the Platform's account with the PSP, with subsequent transfer to each Seller of the amounts due to it in accordance with clause 11.4, linking each transfer to its Order for traceability and reconciliation purposes. 11.3. Commission. For each Order, the Platform shall accrue a Commission of 10% of the price of the Products in the Order (taxes included in the calculation base; the Commission shall be increased by the applicable VAT). Shipping costs are excluded from the calculation base in all delivery methods: they accrue no Commission. The Platform shall issue the Seller the invoice for the Commission accrued on each Order. 11.4. For each Order, the Seller shall receive the Total Price less the Commission and, where applicable, less the amounts chargeable under these Terms (shipping costs of methods contracted by the Platform, chargebacks, refunds and penalties). Shipping costs of the Seller-managed method (clause 13.1.a) are paid in full to the Seller in the same settlement of their Order and are included, as a supply ancillary to the delivery, in the sale invoice issued in their name pursuant to Annex I. Settlements are made through the PSP in accordance with its standard timeframes. 11.5. The Platform may withhold, or instruct the PSP to withhold, amounts reasonably necessary to cover refunds, chargebacks, ongoing claims or fraud risk, as well as set off reciprocal debts that are due, informing the Seller in the Dashboard. 11.6. PSP costs. The PSP's processing fees are included in the Commission and shall not be additionally passed on to the Seller. 11.7. Any modification of the financial terms shall be governed by clause 21 (minimum 15 days' prior notice).
12. Invoicing on behalf of the Seller
12.1. The Seller entrusts the Platform with the physical issuance of the invoices for its sales made through the Site, in its name and on its behalf, in accordance with Annex I, which contains the prior agreement required by Article 5 of the Invoicing Regulation (Real Decreto 1619/2012). 12.2. The Seller remains the taxpayer responsible for the issuance and content of its invoices, and guarantees the accuracy, validity and completeness of the tax details provided.
13. Shipping and delivery
13.1. Methods: (a) shipping managed by the Seller, using its own means or carriers; or (b) shipping via a Platform label (a service contracted by the Platform with SendCloud or equivalent operators), the cost of which is paid by the Buyer and settled in accordance with clause 11.4. 13.2. Towards a consumer Buyer, the risk of loss of or damage to the goods passes only upon physical delivery to the consumer or to a third party designated by the consumer other than the carrier; this rule is mandatory and does not admit any agreement to the contrary as against the consumer. 13.3. Internal allocation of transport risk. The Seller is liable towards the Buyer in all cases, as the selling party. Under method (b), the Platform shall diligently pursue the claim against the carrier and shall pay the Seller the compensation actually recovered; amounts not recovered shall be borne by the Seller, except in the case of wilful misconduct or gross negligence by the Platform in handling the claim. Under method (a), the Seller fully assumes the relationship with its carrier. 13.4. The Seller shall package the Products appropriately to their nature (including the cold chain for perishables, which is its exclusive responsibility) and shall comply with the applicable transport restrictions (dangerous goods, alcohol, etc.).
14. Withdrawal, returns and refunds
14.1. The Seller bears the right of withdrawal of consumer Buyers (14 calendar days) under the terms of consumer legislation and of the Platform's Returns Policy, which is a single policy for the entire Site. The legal exclusions from the right of withdrawal apply per Product category in accordance with the catalogue labelling (among others: perishables; sealed health or hygiene goods that have been unsealed; personalised goods; digital content downloaded with express consent and informed waiver; leisure services with a specific date). 14.2. Return flow. Upon receipt of a request, the Platform notifies the Seller and generates the return entry. The refund to the Buyer shall be executed through the PSP as soon as the Seller confirms receipt of the goods or the Buyer provides proof of having sent them, whichever occurs first, and in any event within the maximum legal periods. If the Seller does not process the return within 5 business days from the evidenced receipt of the goods or from the provision of the proof of dispatch, the Platform may execute the refund on the Seller's behalf and pass the cost on to the Seller. 14.3. The refund shall include the price and the initial shipping costs at their standard rate. The costs of returning the goods shall be borne by the Buyer where the Buyer has been so informed, except in the case of lack of conformity or any other circumstance in which they legally fall on the Seller. 14.4. The Seller shall check the condition of the returned goods and may only charge the consumer for the diminished value resulting from handling beyond what is necessary to establish their nature, characteristics and functioning, under the terms of the law.
15. Legal guarantees and after-sales service
15.1. The Seller is liable towards the consumer under the legal guarantee of conformity: 3 years for new goods and, for second-hand goods, the agreed period, which shall in no case be less than 1 year, as well as under the conformity rules for digital content and digital services. The Seller shall implement the remedies (repair, replacement, price reduction or termination) within the legal periods. 15.2. The Seller shall maintain a Buyer support service in Spanish, responding within a maximum of 48 business hours to communications channelled through the Platform.
16. Chargebacks and fraud
16.1. Chargebacks, disputes and bank reversals associated with the Seller's sales, as well as the PSP fees arising from them, shall be borne by the Seller, unless they are exclusively caused by a breach by the Platform. The Seller shall cooperate by providing the required evidence (proof of delivery, communications, etc.) within the PSP's timeframes. 16.2. The Platform may adopt reasonable fraud-prevention measures, including the temporary withholding of settlements in accordance with clause 11.5.
17. Seller content: licence and warranties
17.1. The Seller retains ownership of the content it publishes (texts, images, videos, trademarks) and grants the Platform a non-exclusive, royalty-free, worldwide licence, for the duration of the listing and for such further time as is strictly necessary thereafter for archiving, evidentiary and Order-handling purposes, to host, reproduce, communicate to the public, technically adapt and display such content on the Site and in the Platform's own communications and promotions relating to its catalogue. 17.2. The Seller warrants that it holds the necessary rights over the content and that the content does not infringe third-party rights (intellectual and industrial property, image rights, trade secrets) or applicable law, and shall hold the Platform harmless against any resulting claim (clause 23).
18. Reviews
18.1. Only Buyers with a verified purchase may publish reviews. The Seller is prohibited from publishing or commissioning reviews of its own Products or those of competitors, incentivising them in exchange for advantages, making them conditional or manipulating them in any way. 18.2. The Seller may respond publicly to reviews from the Dashboard, respectfully and without including personal data of third parties.
19. Prohibited and restricted products; product safety
19.1. The Seller shall comply with the Prohibited Items Policy and the per-category requirements of Annex III. Listing prohibited products or content constitutes a serious breach. 19.2. Safety (Regulation (EU) 2023/988). The Seller shall only offer safe and compliant products; it shall immediately remove, upon the Platform's first request, any product subject to an alert, an order from an authority or a substantiated notification of risk, and shall cooperate in recalls, including informing the affected Buyers. The Platform may remove content on safety grounds without prior notice, with the statement of reasons provided for in clause 20. 19.3. The Seller shall notify the Platform, without delay, of any accidents or risks of which it becomes aware in relation to products sold through the Site.
20. Moderation, measures and suspension and termination regime
20.1. The Platform may adopt, in a proportionate manner, the following measures: (a) removal or delisting of specific product pages or content; (b) restriction of functionalities or categories; (c) full or partial precautionary suspension of the account; (d) termination of the relationship. 20.2. Statement of reasons. Any restriction or suspension shall be communicated to the Seller, at the latest at the time it takes effect, by means of a statement of reasons on a durable medium indicating the facts, the contractual or legal basis and the avenues of complaint. In the case of termination, the statement of reasons shall be communicated 30 calendar days in advance. 20.3. Exceptions to the termination notice period. Prior notice shall not be required where: (a) a legal or regulatory obligation requires immediate termination; (b) the Seller has repeatedly breached these Terms (understood as two serious breaches or three breaches of any nature within twelve months); or (c) there is an imperative reason under applicable law (in particular, fraud, counterfeits, illegal products or a serious risk to safety or to Buyers). In such cases termination shall take immediate effect, with a simultaneous reasoned communication. 20.4. The following, among others, are considered serious breaches: listing prohibited products or content; violating the Prohibited Items Policy in matters of safety, alcohol or food; improperly using seals or regulated claims; manipulating reviews; providing false information at registration or for invoicing; substantially breaching delivery, withdrawal or guarantee obligations; and using Buyers' data for the Seller's own purposes (Annex II). 20.5. Seller's internal complaint-handling channel. The Seller may lodge a free-of-charge complaint against any measure through the Dashboard or at gerard@cangerard.cat. The Platform shall process it diligently and respond with reasons within a maximum of 15 business days. If the complaint is upheld, the content or the account shall be reinstated without delay. 20.6. The removal of content following third-party notifications shall additionally be governed by the Platform's notice-and-action mechanism (Prohibited Items Policy, "Procedure" section).
21. Modification of the Terms
21.1. The Platform may modify these Terms and their Annexes by notifying the Seller on a durable medium with a minimum of 15 calendar days' prior notice, or such longer period as is reasonable where the modifications require technical or commercial adaptations by the Seller. 21.2. During the notice period, the Seller may terminate the relationship at no cost. The submission of new Products after the notification may be regarded as express acceptance of the new terms. Prior notice shall not be required where the modification is imposed by a legal or regulatory obligation or is necessary to address an unforeseen and imminent danger (fraud, security, cyberattacks), in which case it shall apply from its communication. 21.3. No changes with retroactive effect shall be imposed, except those arising from a legal obligation or those that benefit the Seller.
22. Data protection
22.1. The Platform and the Seller act as independent data controllers with respect to the Buyers' personal data: the Platform, for the operation of the Site; the Seller, for the performance of the Orders it receives. 22.2. The Platform shall disclose to the Seller only the data necessary to perform each Order (name, delivery address and, where applicable, contact telephone number). The Seller: (a) shall process them solely to prepare, dispatch, deliver and service the Order and its incidents, returns and guarantees; (b) shall not use them for its own marketing, customer-acquisition or profiling purposes, nor disclose them to third parties other than the necessary carriers; (c) shall erase or block them when they are no longer necessary, in accordance with the periods set out in Annex II; and (d) shall apply appropriate security measures and shall notify the Platform without delay of any security breach affecting Buyers' data. 22.3. The details of roles, safeguards and retention periods are set out in Annex II. The processing of the Seller's own data is governed by the Site's Privacy Policy.
23. Liability and indemnity
23.1. The Seller shall hold the Platform harmless against any claim by Buyers, third parties or authorities arising from: its Products (including their safety, conformity, labelling and legality), its content, the breach of its tax, sector-specific or consumer obligations, and the breach of these Terms, including penalties, compensation and reasonable defence costs. 23.2. The Platform provides the service with due diligence, but does not guarantee uninterrupted availability of the Site or any volume of sales. Except in cases of wilful misconduct or gross negligence, personal injury or any other liability that cannot legally be limited, the Platform's total liability towards the Seller on any ground is limited to the amount of the Commissions accrued by the Platform in respect of the Seller in the 12 months preceding the event giving rise to the liability, and loss of profit and indirect damages are excluded. 23.3. Nothing in these Terms limits the rights that consumer legislation grants to Buyers.
24. Term and ordinary termination
24.1. The relationship is of indefinite duration. The Seller may deregister at any time from the Dashboard, without prejudice to the obligation to complete Orders in progress and to handle subsequent withdrawals, returns, guarantees and invoicing obligations. 24.2. The Platform may terminate the relationship in the ordinary manner with 30 days' prior notice and a statement of reasons (clause 20.2), or in an extraordinary manner in accordance with clause 20.3. 24.3. Upon termination, outstanding balances shall be settled once the reasonably foreseeable withdrawal and dispute periods have elapsed, and a temporary prudential withholding may be maintained in accordance with clause 11.5.
25. Confidentiality
Each party shall keep confidential the non-public information of the other party to which it gains access in the course of the relationship, and shall use it only for its performance. This obligation survives for 3 years after termination.
26. Assignment
The Seller may not assign its contractual position without the Platform's prior consent. The Platform may assign the contract to companies in its group or in the context of corporate transactions, notifying the Seller, who may terminate at no cost if the assignment substantially affects it.
27. Communications
Communications between the parties shall be made by electronic means: the Dashboard and the email address designated by each party shall be regarded as a durable medium. The Seller shall keep its email address operational.
28. Miscellaneous, governing law and jurisdiction
28.1. The nullity of any clause shall not affect the remainder, which shall be interpreted in the sense closest to the parties' intention. 28.2. These Terms are drawn up in Spanish and translations into Catalan and English may be provided; in the event of divergence, the Spanish version shall prevail. 28.3. The relationship is governed by Spanish law. For any dispute, the parties, expressly waiving any other forum to which they may be entitled, submit to the Courts and Tribunals of the city of Barcelona. The Platform declares its willingness to consider in good faith mediation or other alternative dispute resolution mechanisms before resorting to legal proceedings.