🛡️ QBAY.LK | SELLER TERMS & CONDITIONS

Trust • Transparency • Accountability • Secure Marketplace

Operated by Qbay Private Limited | Sri Lanka

📅 Version: 2.0 — 15 October 2026
🌐 Marketplace: https://www.qbay.lk
🏪 Seller Portal: http://seller.qbay.lk
📧 Official Support: support@qbay.lk

🔰 1. INTRODUCTION & LEGAL ACCEPTANCE

Welcome to Qbay.lk, a Sri Lankan multi-vendor e-commerce marketplace operated by Qbay Private Limited ("Qbay", "Platform", "Company", "we", "our", or "us").

These Seller Terms and Conditions ("Agreement") establish the legal, commercial, operational, and compliance obligations applicable to all registered sellers, vendors, merchants, and business partners ("Seller").

By registering, electronically accepting this Agreement, listing products, or using the Seller Portal, the Seller agrees to be bound by these Terms, applicable published marketplace policies, and Sri Lankan law.

The Seller acknowledges that marketplace participation is subject to verification, compliance, and ongoing performance standards.

🛡️ Qbay Protection: Qbay may refuse, restrict, or discontinue marketplace services for legitimate legal, security, operational, or consumer protection reasons, subject to applicable law.

🪪 2. SELLER IDENTITY, REGISTRATION & VERIFICATION

Every Seller must provide accurate and verifiable information, including where applicable:

✅ Full legal name and business identity.
✅ Valid NIC, passport, or authorised identification.
✅ Business registration and applicable licences.
✅ Genuine bank account and payment information.
✅ Accurate business address and contact details.
✅ Tax registration details where legally required.
✅ Product-specific permits, import approvals, and certifications.

Qbay may conduct identity verification, request supporting documentation, and periodically review Seller eligibility.

The Seller authorises Qbay to verify submitted information through lawful and proportionate methods.

🚫 False documents, impersonation, stolen identities, or deliberate misrepresentation are strictly prohibited.

🏪 3. INDEPENDENT SELLER STATUS

Sellers operate as independent businesses and remain responsible for their products, business operations, employees, suppliers, and legal compliance.

Unless separately agreed in writing, this Agreement does not establish an employment relationship, partnership, franchise, or general agency relationship.

Sellers must not claim to be employees, official representatives, or exclusive distributors of Qbay without written authorisation.

🛡️ Responsibility Allocation: The Seller is responsible for Seller-controlled activities, while Qbay remains responsible for its own obligations under applicable law.

📦 4. PRODUCT AUTHENTICITY, SAFETY & QUALITY

All listed products must be genuine, legally sourced, accurately described, and suitable for lawful sale.

The Seller guarantees, to the extent legally applicable, that:

✅ Products meet required quality and safety standards.
✅ Product descriptions accurately reflect the actual goods.
✅ Expiry dates, ingredients, warnings, and specifications are correctly disclosed.
✅ Applicable manufacturer and supplier warranties are honoured.
✅ Products are appropriately packaged and labelled.
✅ Relevant regulatory approvals are maintained.

The Seller must retain reasonable evidence of product origin, purchase, importation, and authenticity.

⚠️ Qbay may remove suspicious or non-compliant products pending verification.

🚫 5. PROHIBITED & RESTRICTED PRODUCTS

The following may not be listed or sold through Qbay unless expressly permitted by law and approved by Qbay where relevant:

❌ Counterfeit, pirated, or stolen goods.
❌ Illegal or unlawfully imported products.
❌ Expired, unsafe, or contaminated goods.
❌ Unauthorised prescription medicines and regulated medical products.
❌ Unlawful weapons, explosives, and hazardous materials.
❌ Illegal drugs and prohibited substances.
❌ Products infringing intellectual property rights.
❌ Products with fraudulent certifications or misleading health claims.
❌ Products prohibited by applicable Sri Lankan regulations.

Qbay may require additional approval for cosmetics, supplements, medical devices, food, agricultural chemicals, electronic devices, and other regulated categories.

⚖️ Regulatory Protection: Suspected unlawful activities may be referred to competent authorities where legally required or justified.

🏷️ 6. PRODUCT LISTING & ADVERTISING STANDARDS

The Seller must maintain accurate product information, including price, brand, model, condition, specifications, stock, warranty, and delivery limitations.

🚫 Misleading discounts, fake reviews, manipulated ratings, hidden charges, false stock claims, and deceptive advertising are prohibited.

Qbay retains reasonable discretion over product categorisation, search placement, promotional eligibility, and listing visibility.

Qbay may remove, correct, or suspend listings that breach applicable requirements.

No particular sales volume, search ranking, or promotional exposure is guaranteed.

💰 7. COMMISSIONS, PLATFORM FEES & SERVICE CHARGES

Qbay may charge marketplace commissions, subscription fees, advertising charges, transaction fees, or optional service fees according to the applicable disclosed commercial schedule.

The Seller agrees that:

✅ Applicable charges must be communicated before they become binding.
✅ Commissions may be deducted from eligible sales proceeds.
✅ Additional optional services may attract separately disclosed charges.
✅ Taxes applicable to platform fees will be handled in accordance with law.
✅ Seller settlement statements may reflect authorised deductions.

Qbay may revise future fee schedules with reasonable notice and subject to existing contractual commitments.

🚫 Sellers must not manipulate orders or payment records to evade legitimately payable marketplace fees.

💳 8. CUSTOMER PAYMENTS & SELLER SETTLEMENTS

Qbay may facilitate payments through approved banks, payment gateways, cash-on-delivery arrangements, and other supported payment methods.

Seller payouts are subject to:

🔹 Confirmation of collected funds.
🔹 Applicable payment processing periods.
🔹 Order fulfilment and transaction verification.
🔹 Refunds, chargebacks, and valid disputes.
🔹 Applicable lawful deductions and compliance checks.

Qbay may temporarily hold the reasonably disputed portion of a settlement where supported by evidence of fraud, chargebacks, legal requirements, or unresolved transaction disputes.

Undisputed funds should not be withheld without a legitimate basis.

Sellers must use authorised payment and payout arrangements.

🛡️ Financial Safeguard: Qbay will maintain appropriate transaction records and provide reasonable settlement information to support reconciliation and dispute resolution.

🚚 9. ORDER PROCESSING, SHIPPING & DELIVERY

Sellers must fulfil accepted orders accurately and within applicable agreed timeframes.

Seller responsibilities include:

✅ Maintaining actual stock availability.
✅ Packaging products safely.
✅ Dispatching the correct items.
✅ Providing accurate shipment information.
✅ Complying with agreed delivery procedures.
✅ Cooperating with logistics and customer service teams.

False shipment confirmations, fictitious tracking numbers, and deliberate fulfilment delays are prohibited.

Delivery responsibility, risk of loss, and associated costs will depend on the agreed fulfilment model and applicable law.

Third-party logistics providers remain responsible for their own contractual obligations, without excluding any liability Qbay may independently have.

📲 10. CASH ON DELIVERY (COD) PROTECTION

For COD orders, Sellers must comply with Qbay's approved order verification, packaging, dispatch, and collection procedures.

Sellers must not demand unauthorised additional payments from customers.

Where a COD order fails because of a Seller's proven error, negligence, incorrect product, or material non-compliance, the Seller may be responsible for documented and reasonably foreseeable costs to the extent agreed and legally recoverable.

Where failure is attributable to the customer, courier, Qbay, or an external event, costs must be allocated fairly according to the facts and applicable agreement.

🚫 Automatic penalties without contractual authority or adequate evidence are not permitted.

🔄 11. RETURNS, REFUNDS, REPLACEMENTS & WARRANTIES

Sellers must cooperate with Qbay in resolving legitimate customer complaints and comply with applicable consumer protection laws.

Valid claims may include:

🔹 Damaged or defective products.
🔹 Incorrect or missing items.
🔹 Counterfeit or materially misrepresented goods.
🔹 Failure to deliver accepted orders.
🔹 Breach of applicable warranty obligations.

The responsible party must bear the applicable refund, replacement, repair, or return costs as determined by law and the relevant agreement.

Sellers must not impose unlawful blanket "No Refund" or "No Return" restrictions.

Qbay may facilitate customer resolutions and recover documented Seller-attributable costs where contractually and legally permitted.

🔐 12. CUSTOMER PRIVACY & DATA PROTECTION

Customer information is confidential and may be processed only for lawful and authorised marketplace purposes.

Sellers must not:

❌ Sell, trade, or disclose customer personal information unlawfully.
❌ Use customer phone numbers for unauthorised marketing.
❌ Transfer customer data to unrelated parties without lawful authority.
❌ Retain customer information longer than legally necessary.
❌ Attempt unauthorised access to Qbay systems or databases.

Sellers must implement reasonable organisational and technical security safeguards.

Any suspected customer data breach must be reported promptly to Qbay, together with available details necessary for investigation and legally required notifications.

All personal data processing must comply with the applicable provisions of Sri Lankan data protection legislation.

🧠 13. INTELLECTUAL PROPERTY & BRAND PROTECTION

Qbay's trademarks, branding, software, website content, proprietary designs, and business systems are protected by applicable intellectual property laws.

Sellers may use Qbay branding only within the permissions expressly provided.

The Seller grants Qbay a non-exclusive, royalty-free licence to display and use authorised Seller-submitted product content for marketplace operation and legitimate promotion during the relevant listing period, with reasonable archival use thereafter.

Sellers warrant that they possess the necessary rights to uploaded content.

🚫 Unauthorised reproduction of Qbay branding, impersonation, or intellectual property infringement is prohibited.

🛡️ 14. FRAUD, SECURITY & MARKETPLACE INTEGRITY

Qbay maintains a zero-tolerance approach to deliberate marketplace fraud.

Prohibited activities include:

❌ Fake orders and artificial transactions.
❌ Payment manipulation or fraudulent refund requests.
❌ Fake reviews or rating manipulation.
❌ Identity theft or account impersonation.
❌ Unauthorised access or malicious software activity.
❌ Fraudulent product origin or certification claims.
❌ Money laundering or other unlawful financial activity.
❌ Intentional circumvention of valid marketplace charges.

Qbay may preserve relevant evidence, restrict affected transactions, and cooperate with lawful investigations.

Any investigation and enforcement action must be reasonable, proportionate, and consistent with applicable law.

🤝 15. FAIR COMPETITION & OFF-PLATFORM TRANSACTIONS

Sellers must not use Qbay customer information obtained through the Platform to solicit unauthorised off-platform transactions.

Sellers must not mislead customers into believing that an external payment, website, or messaging account is operated or guaranteed by Qbay.

Nothing in this Agreement prohibits lawful independent business activity or fair competition.

Qbay may enforce reasonable rules against transaction diversion involving misuse of its systems, customer information, or confidential commercial arrangements.

📊 16. SELLER PERFORMANCE & QUALITY MONITORING

Qbay may evaluate Sellers using objective indicators, including:

📦 Order fulfilment accuracy.
🚚 Dispatch and delivery performance.
⭐ Verified customer satisfaction.
🔄 Return and complaint patterns.
🛡️ Product safety and authenticity.
📋 Policy and regulatory compliance.

Performance information may be used for marketplace quality improvement, seller support, promotional eligibility, or proportionate account restrictions.

Sellers should have a reasonable opportunity to challenge materially inaccurate performance records.

⛔ 17. ACCOUNT SUSPENSION, RESTRICTION & TERMINATION

Qbay may temporarily suspend, restrict, or terminate a Seller Account for substantiated or reasonably suspected serious violations, including:

🔴 Fraud or unlawful activity.
🔴 Counterfeit or dangerous products.
🔴 Serious customer data misuse.
🔴 Material or repeated contractual breaches.
🔴 Significant consumer safety risks.
🔴 Failure to maintain required legal authorisations.
🔴 Repeated unresolved fulfilment failures.

Where practicable, Qbay will communicate the reason and provide a reasonable opportunity for response.

Immediate restrictions may be imposed when necessary to prevent imminent harm, fraud, or unlawful activity.

Account termination does not extinguish legitimate outstanding settlements, customer remedies, confidentiality obligations, or accrued liabilities.

⚖️ 18. SELLER LIABILITY & INDEMNIFICATION

To the maximum extent permitted by applicable law, the Seller shall be responsible for substantiated third-party claims, losses, damages, regulatory penalties, and reasonable legal expenses directly attributable to:

🔹 Seller negligence or unlawful conduct.
🔹 Counterfeit, unsafe, or defective products.
🔹 Misleading descriptions or advertising.
🔹 Intellectual property infringement.
🔹 Seller-controlled privacy or security breaches.
🔹 Material breach of this Agreement.

The Seller agrees to indemnify Qbay Private Limited, its directors, officers, employees, and authorised representatives against such claims, except to the extent caused by Qbay's own negligence, breach, or unlawful conduct.

Qbay shall not be liable for indirect or consequential commercial losses arising solely from ordinary platform interruptions, except where such liability cannot lawfully be excluded or results from conduct for which Qbay remains legally responsible.

Neither party excludes liability that applicable law prohibits excluding.

🏛️ 19. TAXATION & GOVERNMENT REGULATORY COMPLIANCE

Each Seller is independently responsible for fulfilling applicable tax registration, reporting, payment, and recordkeeping obligations.

These may include, where applicable:

🏛️ Income Tax.
🏛️ Value Added Tax (VAT).
🏛️ Social Security Contribution Levy (SSCL).
🏛️ Customs duties and import requirements.
🏛️ Business licensing and product regulations.

Sellers must provide legally required invoices, tax documentation, and regulatory certificates.

Qbay may comply with lawful reporting, withholding, record preservation, and disclosure obligations.

Nothing in this Agreement permits tax evasion, false invoicing, unlawful importation, or regulatory avoidance.

🧾 20. RECORDS, AUDIT & DISPUTE EVIDENCE

Qbay may retain relevant Seller registration records, order histories, payment confirmations, acceptance logs, complaints, and settlement information in accordance with applicable retention and privacy requirements.

Sellers must maintain accurate business records as required by law.

Where reasonably necessary to investigate a material dispute or suspected violation, Qbay may request relevant supporting documents.

Such requests must be proportionate and subject to confidentiality and data protection obligations.

🌐 21. PLATFORM TECHNOLOGY & THIRD-PARTY SERVICES

Qbay may use third-party technology providers, hosting services, payment processors, seller management systems, and logistics partners.

Qbay does not guarantee uninterrupted access or error-free operation.

Temporary disruptions may arise from maintenance, cyber incidents, internet failures, hosting outages, or third-party service interruptions.

Qbay will take reasonable steps to maintain platform security, business continuity, and appropriate incident response.

Third-party service involvement does not automatically remove Qbay's own legal responsibilities.

🚨 22. PRODUCT RECALLS & EMERGENCY ACTION

Where a product presents a credible safety risk or is subject to a lawful recall, the Seller must promptly cooperate with Qbay and relevant authorities.

Qbay may suspend affected listings, notify impacted customers, preserve relevant records, and coordinate necessary corrective action.

Costs arising from a Seller-attributable defect or violation may be recovered from the responsible Seller where legally and contractually permitted.

📢 23. POLICY CHANGES & OFFICIAL NOTIFICATIONS

Qbay may amend marketplace policies for legitimate operational, commercial, legal, or security reasons.

Material amendments will be communicated through reasonable channels, including Seller Portal notices or registered email addresses.

Changes will apply prospectively, subject to applicable law and existing contractual rights.

Continued use after lawful notice and the applicable effective date may constitute acceptance.

🌧️ 24. FORCE MAJEURE

Neither party shall be liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, civil unrest, government restrictions, major infrastructure failures, or other qualifying force majeure events.

The affected party must take reasonable steps to minimise disruption and resume performance.

This provision does not remove payment obligations already accrued or mandatory consumer rights.

⚖️ 25. GOVERNING LAW & DISPUTE RESOLUTION

This Agreement is governed by the laws of the Democratic Socialist Republic of Sri Lanka.

The parties agree to attempt good-faith resolution of disputes through documented communication.

Where resolution cannot be reached, either party may seek relief through competent Sri Lankan courts or legally authorised dispute resolution mechanisms.

Mandatory consumer protection rights and regulatory powers remain unaffected.

📜 26. SEVERABILITY & ENTIRE AGREEMENT

If any provision is determined to be invalid or unenforceable, the remaining provisions shall continue to operate to the extent legally permissible.

This Agreement, together with validly incorporated and accessible marketplace policies and any separately signed commercial schedules, constitutes the applicable Seller agreement.

In the event of conflict, mandatory Sri Lankan law shall prevail.

✅ 27. ELECTRONIC ACCEPTANCE & SELLER DECLARATION

By selecting the acceptance checkbox or otherwise validly accepting this Agreement electronically, the Seller confirms that:

☑️ The Seller has read and understood these Terms.
☑️ All submitted business information is accurate.
☑️ Products offered will comply with applicable law.
☑️ Customer rights and privacy will be respected.
☑️ Applicable commissions and payment terms are accepted.
☑️ The Seller agrees to cooperate with lawful marketplace compliance procedures.
☑️ The Seller accepts responsibility for their own unlawful conduct and contractual breaches.

Electronic acceptance records may be retained as evidence in accordance with applicable law.

📞 OFFICIAL QBAY SELLER SUPPORT

Qbay Private Limited
🇱🇰 Sri Lanka

🌐 Website: https://www.qbay.lk
🏪 Seller Portal: http://seller.qbay.lk
📧 Email: support@qbay.lk

🔴 QBAY.LK — BUILDING A TRUSTED DIGITAL MARKETPLACE FOR SRI LANKA