Preamble
This agreement ("Agreement") is entered into between CEDAYA, a French company registered under SIREN 812 748 655, whose registered office is at 117 rue de Charenton, 75012 Paris, France, operating the Graded Market marketplace ("Graded Market", "we", "us", the "Platform"), and any legal entity accepted as a seller on the marketplace (the "Seller", "you").
Graded Market only admits professional sellers: registered legal entities, sole traders and equivalent commercial structures. Individuals acting outside of a professional activity (consumers) cannot sell on the platform. Acceptance of this Agreement is a pre-condition to listing any item.
1. Legal status and declarations of the Seller
The Seller represents and warrants that it is a duly registered commercial entity acting in the course of its profession, holds the authorisations required to sell graded trading cards in the European Union, and will provide Graded Market, upon request, with any document evidencing this status (Kbis, trade register extract, VAT certificate, proof of identity of the legal representative).
As part of the onboarding process, the Seller authorises Stripe Payments Europe Ltd. ("Stripe") to conduct the Know Your Customer ("KYC") and Know Your Business ("KYB") checks required by Regulation (EU) 2015/847 and Directive (EU) 2015/849. The Seller accepts that failure or revocation of KYC/KYB results in immediate suspension of the Seller account.
2. Role of the platform
Graded Market is an intermediation platform within the meaning of Article L111-7 of the French Consumer Code and the Digital Services Act (Regulation (EU) 2022/2065). Graded Market is not a party to the sales contract concluded between the Seller and the buyer. The sales contract is entered into directly between the Seller and the buyer, who are each responsible for its performance.
Graded Market provides technical and financial services (hosting of listings, card metadata enrichment, payment escrow, dispute mediation, tax reporting) and receives a commission for its services, as set out in Section 9.
3. Listings — authenticity and conformity
The Seller undertakes that each card listed on the platform:
- is an original, genuine item slabbed by the grading company identified in the listing, with a valid and verifiable certificate number;
- is physically in the possession of the Seller (or of the European vault it nominates) at the time the listing is published and throughout the period the listing remains active;
- has not been tampered with, re-sealed, cracked and re-graded fraudulently, or altered in any way after grading;
- is accurately described, with photographs representative of the actual slab (front and back), the correct grade, cert number, set, year and brand;
- is free of any third-party right preventing its sale (no theft, no seizure, no undisclosed pledge).
Any listing found to breach the above may be removed without notice. Repeated or deliberate breaches result in termination of this Agreement and may expose the Seller to damages toward the buyer and/or the platform.
4. Prohibited items and practices
- Counterfeit slabs or cards.
- Raw (ungraded) cards or cards graded by companies not approved on the platform.
- Cards with known provenance issues (theft, customs fraud, false invoicing).
- Simulated transactions, wash trading, price manipulation, self-purchases.
- Cross-platform rerouting (accepting payment here, shipping from another platform order).
- Any item whose sale violates European or French law, including sanctions, embargoed goods, or items subject to import restrictions.
5. Liability of the Seller
The Seller acknowledges that, as a professional, it bears full and exclusive liability toward the buyer for:
- the legal guarantee of conformity (Articles L217-3 et seq. of the French Consumer Code / Directive (EU) 2019/771);
- the warranty against hidden defects (Articles 1641 et seq. of the French Civil Code);
- any pre-contractual information obligation applicable to distance sales, including the identity of the Seller, price, shipping terms and after-sales contact point.
The Seller agrees to hold Graded Market harmless from any claim, demand or proceeding brought by a buyer, a grading company or any third party in connection with the authenticity, conformity, ownership or lawful sale of a listed card.
6. Shipping, packaging and fulfilment
- The Seller ships every paid order within three (3) business days of the order confirmation, with tracking provided through the platform.
- Each order is insured at full sale value. For orders above €500, signature on delivery is mandatory.
- Slabs are shipped in rigid protective packaging preventing cracking or pressure damage.
- Delays, lost shipments or damage in transit that are not caused by force majeure are the responsibility of the Seller.
7. Payments, escrow and payouts
Payments from buyers are collected by the platform through Stripe Connect. Funds corresponding to a sale are held in escrow until: (i) the carrier confirms delivery, and (ii) a three-day inspection window has elapsed without a dispute.
Upon release, Stripe transfers the net amount (sale price minus commission, minus any adjustment) to the Seller's connected account. Payout timing depends on the Seller's Stripe settings. Graded Market does not hold client funds in its own name.
8. Disputes, chargebacks and returns
The Seller acknowledges that Graded Market may, in its reasonable discretion and following a fair review of the evidence provided by both parties, refund a buyer and debit the corresponding amount from the Seller's account or pending payouts, in particular in the following cases:
- Non-delivery or loss in transit before the escrow release;
- Material discrepancy between the listing and the card received;
- Proven counterfeit or tampering;
- Chargeback initiated by the buyer's card issuer.
The Seller agrees to cooperate with investigations, provide reasonable evidence within 48 hours of a request, and accept the platform's good-faith arbitration of mixed-fault disputes.
9. Commission and fees
Graded Market charges a commission on each successful sale, calculated as a percentage of the item price (excluding shipping and VAT), according to a tier schedule published on the seller handbook page and visible from the Seller's dashboard.
The applicable tier is determined by the Seller's cumulative sales count on the platform. The commission rate applied to an order is the rate in effect on the day the order is placed, snapshotted on the order item, and is not retroactively modified by subsequent tier changes. Graded Market absorbs Stripe processing fees; they are not deducted from the Seller payout.
Graded Market issues a commission invoice (with French VAT when applicable) for each release of escrow. The commission is the sole remuneration of the platform, except for chargeback fees, return-shipping fees or extraordinary claim-handling costs that may be re-invoiced at cost.
10. DAC7 reporting
In application of Council Directive (EU) 2021/514 ("DAC7"), transposed in France by Article 1649 ter A of the General Tax Code, Graded Market collects the Seller's identification data (legal name, VAT number, business address, tax identification number, financial account identifier) and reports annually to the competent tax authority the number of transactions and total consideration received by the Seller through the platform. The Seller will be notified of the reported amounts before transmission and undertakes to provide any additional information required for accurate reporting.
11. Intellectual property
The Seller grants Graded Market a worldwide, non-exclusive, royalty-free licence to use the photographs, descriptions and logos submitted for its listings and seller profile, solely for the purpose of operating and promoting the platform (including listing display, marketing communications about the platform, press, social media, newsletter). This licence terminates within a reasonable time after this Agreement ends, except for archive copies required to comply with accounting, tax and dispute obligations.
12. Data protection
Each party acts as an independent data controller for the personal data it processes in the performance of this Agreement (buyer contact and shipping data for the Seller; Seller onboarding and transactional data for the platform). The parties cooperate in good faith to respond to data-subject requests and comply with Regulation (EU) 2016/679 (GDPR). Detailed information is set out in the Privacy Policy.
13. Suspension and termination
Graded Market may suspend the Seller account, temporarily or permanently, in case of: suspected fraud or authenticity breach, serious or repeated dispute rate, non-response to support within reasonable delays, failure or revocation of Stripe KYC/KYB, or material breach of this Agreement. Suspensions are notified by email with a statement of reasons and an internal appeal procedure as required by Regulation (EU) 2019/1150 (Platform-to-Business).
Either party may terminate this Agreement by 30 days' written notice. Open orders at the date of termination remain subject to this Agreement until final delivery, escrow release, and expiry of dispute windows.
14. Governing law and jurisdiction
This Agreement is governed by French law. Any dispute relating to its formation, interpretation or performance will be submitted to the commercial courts of Paris, France, notwithstanding any plurality of defendants or third-party claims.
15. Updates
Graded Market may update this Agreement. Material changes will be notified at least 15 days before they take effect. Continued use of the platform after the effective date constitutes acceptance of the new version. The Seller can always retrieve the then-current version through the seller dashboard.