Your attention is particularly drawn to the provisions of clause 10 (Limitation of liability).
1.1 - Company details. FLY SENGA LTD (company number 14584737) (we and us) is a company registered in England and Wales and our registered office is at 20-22 Wenlock Road, London, England, N1 7GU. We operate the website https://www.flysenga.com.
1.2 - Contacting us. To contact us, email our customer service team at support@flysenga.com.
2.1 - These terms and conditions (Contract) apply when you list items for sale on FLY Application (“FLY App”) or access our services and websites (our ‘Website(s)’). Please read them carefully and make sure you understand your obligations.
2.2 - We keep these terms and any related documents or policies updated and we amend them every so often, so remember to regularly check back as the latest set will apply. In the event of a significant change to one or more of the clauses in these terms, we will notify you of the change in advance by giving you reasonable notice, including your right to terminate your account with the FLY App or Website if you disagree with the revised terms. If you do not terminate your account with the FLY App or Website before the date the revised terms become effective, your continued access to or use of the FLY App or Website will constitute acceptance of the revised terms. We recommend you print a copy of the terms to keep for your own reference.
2.3 - Entire agreement. The Contract is the entire agreement between you and us in relation to its subject matter. You acknowledge that you have not relied on any statement, promise or representation or assurance or warranty that is not set out in the Contract.
Consumer: any person who purchases your items through the FLY App or Website.
Customer Materials: all materials, equipment and tools, drawings, specifications and data supplied by you to FLY, including any rights in the products or events you list on the FLY App or Website.
Intellectual Property Rights: patents, utility models, rights to inventions, copyright and neighbouring and related rights, moral rights, trade marks and service marks, business names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs, rights in computer software, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Services: the services to be provided by us pursuant to the Contract, as described in Schedule 1.
Supplier IPRs: all Intellectual Property Rights subsisting in anything FLY (we) create under this Contract and anything else which is not supplied by you. This includes any rights in the FLY App or Website.
The Contract shall start on the date when you accept these terms and conditions by creating an account on the FLY App or Website and shall continue, unless terminated earlier in accordance with its terms, until either FLY decides to terminate your use of the FLY App or Website at its sole discretion; or until you close or delete your account of the FLY App or Website.
5.1 - FLY shall supply the Services in accordance with the Contract.
5.2 - In supplying the Services, FLY shall:
(a) perform the Services with reasonable care and skill;
(b) use reasonable endeavours to perform the Services in accordance with the service description set out in Schedule 1;
(c) ensure that all goods, materials, standards and techniques used in providing the Services are of satisfactory quality and are fit for purpose;
(d) comply with all applicable laws, statutes, regulation from time to time in force, provided that FLY shall not be liable under the Contract if, as a result of such compliance, it is in breach of any of its obligations under the Contract or law;
(e) take reasonable care of all Customer Materials in its possession and make them available for collection by you on reasonable notice and request, always provided that FLY may destroy the Customer Materials if you fail to collect the Customer Materials within a reasonable period after termination of the Contract.
Setting up an account:
6.1 - You must not transfer or sell your account or user ID to another party. If you are registering as a business entity, you personally guarantee that you have the authority to bind the entity to these terms.
6.2 - By setting up an account you confirm that you:
– Have the right to sell any items that you list on the FLY App or Website;
– have a valid business bank account;
– agree to comply with these terms; and
– keep your account information (including your password) secure at all times.
6.3 - You are responsible for all activity, liability and damage resulting from your failure to keep your password secure!
6.4 - FLY reserves the right to refuse service to anyone, including restricting, suspending or terminating accounts that breach these terms.
Selling on FLY:
6.5 - By listing an item for sale on the FLY App or Website, you confirm that the item complies with all laws and regulations and that you have the right to sell the item.
6.6 - The price stated in each item listing description must be an accurate representation of the sale. You may charge reasonable shipping and handling fees to cover the costs for packaging and posting the items, however you may not charge excessive shipping fees or otherwise avoid fees. Any shipping or handling fees must be included in the total price of any item you list on the FLY App or Website.
6.7 - All sales are final and binding. You are responsible for shipping up to the point of delivery or otherwise completing the transaction with the Consumer within 14 days of the order being placed, unless the following exceptional circumstances apply:
– the Consumer fails to meet the terms of your listing such as not providing a valid payment method; or
– you cannot authenticate the Consumer’s identity. In such cases, you must contact FLY to confirm the Consumer’s identity and failure to do so will not entitle you to rely on this exemption.
6.8 - You may issue promotional codes for your items or include certain selected items in your store for promotional purposes only. Promotional codes have no cash value and cannot be exchanged for money or credit.
6.9 - Please note, FLY does not support the drop shipping business model. If you are thought to be running your business as a drop shipper, then we may remove your account from the Website without notice or prior warning.
6.10 - You must also:
(a) ensure that you maintain a reasonable level of stock in order to meet Consumer demand;
(b) ensure that the price for each item you list on the FLY App or Website is inclusive of delivery/shipping fees;
(c) ensure that when you are selling the same items on the FLY App or Website and other websites or platforms, that the price for each item you list on the FLY App or Website is identical to the price specified on those other websites or platforms;
(d) ensure that you successfully deliver any ordered item to the Consumer in accordance with the delivery option selected by the Consumer at the time of purchase. Any liability or charge that arises from the delayed delivery of the Product by you to the Consumer shall be borne by you;
(e) co-operate with FLY in all matters relating to the Services;
(f) be reasonably available to attend and engage in various marketing campaigns generated by FLY; and
(g) provide, in a timely manner, such information as we may reasonably require, and ensure that it is accurate and complete in all material respects.
6.11 - If the performance of our obligations under the Contract is prevented or delayed by any act or omission of you, your agents, subcontractors, consultants or employees, we shall:
(a) not be liable for any costs, charges or losses sustained or incurred by you or the Consumer that arise directly or indirectly from such prevention or delay.
We both agree to comply with our data protection obligations as set out in Schedule 3 (Data protection). By agreeing to these terms, you confirm that you have read the FLY App or Website privacy policy and that you will abide by its terms.
8.1 - FLY and its licensors shall retain ownership of all Supplier IPRs. You and your licensors shall retain ownership of all Intellectual Property Rights in the Customer Materials.
8.2 - You grant FLY a fully paid-up, worldwide, non-exclusive, royalty-free, non-transferable licence to copy and modify the Customer Materials for the term of the Contract for the purpose of providing the Services to you in accordance with the Contract.
8.3 - We shall indemnify you in full against any sums awarded by a court against you arising out of or in connection with any claim brought against you for infringement of a third party's rights (including any Intellectual Property Rights) arising out of or in connection with the receipt or use of the Services by you.
8.4 - You shall indemnify FLY in full against any sums awarded by a court against FLY arising out of or in connection with any claim brought against FLY for infringement of a third party's rights (including any Intellectual Property Rights) arising out of, or in connection with, the receipt or use of the Customer Materials by FLY.
9.1 - For the provision of the Services, FLY operates a commission-based pricing model for clothing brands and a booking fee model for event organisers which applies to each item or event ticket sold through the FLY App or Website.
9.2 - For clothing brand sellers and other retail sellers, FLY shall take 15% commission for each item sold through the FLY App or Website. Following a sale, the commission shall be automatically deducted from the item sale price and deposited directly to FLY’s bank account. The remaining amount of the sale price shall be deposited into your bank account within 14 days from the date of purchase. This is to allow enough time for the Consumer to request a refund if necessary. If the refund is justified, the full amount (including FLY’s commission) will be returned to the Consumer.
9.3 - For event organisers, FLY charges 10% of the ticket sale price as a booking fee, which shall be paid by the Consumer in addition to the event ticket sale price. The booking fee will be deposited to FLY’s bank account immediately after purchase. The ticket sale price will be deposited into your account one day after the event or another time as agreed in writing. If a discount code is used, the booking fee will be calculated based on the original price.
9.4 - For the avoidance of doubt, the commission and booking fee described above shall apply to each item and event ticket sold through the FLY App or Website individually.
10.1 - You will not hold FLY responsible for any loss you may incur as a result of the FLY App or Website taking any actions necessary to preserve security (such as software maintenance) nor for other users' actions or inactions, including, without limitation, things they post or items they list.
10.2 - Should you have a dispute with one or more users of the FLY App or Website, or an outside party, you release FLY (and its officers, directors, agents, subsidiaries, joint ventures and employees) from any and all claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with such disputes.
10.3 - In no event shall FLY, and (as applicable) its officers, directors, employees or suppliers be liable for any damages whatsoever, whether direct, indirect, general, special, compensatory, consequential, and/or incidental, arising out of or relating to the conduct of you or anyone else in connection with the use of the FLY Website, FLY App, or these terms, including without limitation, lost profits, emotional distress, or any special, incidental or consequential damages.
10.4 - FLY’s liability, and (as applicable) the liability of FLY’s officers, directors, employees, and suppliers, to you or any third parties in any circumstance is limited to the greater of (a) the amount of fees you pay to FLY in the 6 months prior to the action giving rise to liability, or (b) £100.
10.5 - Nothing in these terms shall limit or exclude our liability for fraudulent misrepresentation, for death or personal injury resulting from our negligence or the negligence of our agents or employees or for any other liability that cannot be limited or excluded by law.
11.1 - Without affecting any other right or remedy available to it, either party to the Contract may terminate it with immediate effect by giving written notice to the other party if:
(a) the other party commits a material breach of any term of the Contract which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 10 days after being notified to do so;
(b) the other party takes any step or action in connection with its entering administration, provisional liquidation or any composition or arrangement with its creditors (other than in relation to a solvent restructuring), applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court, unless for the purpose of a solvent restructuring), having a receiver appointed to any of its assets or ceasing to carry on business or, if the step or action is taken in another jurisdiction, in connection with any analogous procedure in the relevant jurisdiction;
(c) the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business.
11.2 - Without affecting any other right or remedy available to it, FLY may terminate the Contract with immediate effect by giving written notice to you if:
(a) you fail to pay any amount due under the Contract on the due date for payment;
(b) you fail to successfully deliver any sold Product to the Consumer;
(c) you cancel an event within 5 days of the event taking place; or
(d) you do anything which in the reasonable opinion of FLY, breaches these terms or is likely to bring FLY or any other seller into disrepute.
11.3 - On termination of the Contract for whatever reason:
(a) any provision of the Contract that expressly or by implication is intended to come into or continue in force on or after termination or expiry of the Contract shall remain in full force and effect; and
(b) termination or expiry of the Contract shall not affect any of the rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination or expiry, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry.
12.1 - Force majeure. Neither party shall be in breach of the Contract nor liable for delay in performing, or failure to perform, any of its obligations under the Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
12.2 - Assignment and other dealings.
(a) You shall not assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights and obligations under the Contract without FLY’s consent.
(b) The Supplier may at any time assign, transfer, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights under the Contract.
12.3 - Confidentiality.
(a) Each party undertakes that it shall not at any time disclose to any person any confidential information concerning the business, affairs, customers, clients or suppliers of the other party or of any member of the group to which the other party belongs except as permitted by 10.3. For the purposes of this 10.3, group means, in relation to a party, that party, any subsidiary or holding company from time to time of that party, and any subsidiary from time to time of a holding company of that party.
(b) Each party may disclose the other party's confidential information:
(i) to its employees, officers, representatives, contractors, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under the Contract. Each party shall ensure that its employees, officers, representatives, contractors, subcontractors or advisers to whom it discloses the other party's confidential information comply with this 10.3; and
(ii) as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
(c) Neither party shall use any other party's confidential information for any purpose other than to perform its obligations under the Contract.
12.4 - Variation. No variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
12.5 - Waiver. A waiver of any right or remedy under the Contract or by law is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy.
12.6 - Severance. If any provision or part-provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable.
12.7 - Third party rights. Unless it expressly states otherwise, the Contract does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Contract.
12.8 - Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation, shall be governed by, and construed in accordance with the law of England and Wales.
12.9 - Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
12.10 - Reputation. Each party agrees not to make any statements, written or verbal, or cause or encourage others to make any statements, written or verbal, that defame, disparage or in any way publicly criticize the personal or business reputation, practices, or conduct of the other party, its employees, clients, directors, or officers. The Parties acknowledge and agree that this prohibition extends to statements, written or verbal, made to anyone or through any medium including, but not limited to, the news media, social media, the internet, blogs, investors, potential investors, any board of directors or advisory board of directors, industry analysts, competitors, strategic partners, vendors, employees (past and present), and clients. Each party understands and agrees that this Section is a material provision of this Contract and that any breach of this Section shall be a material breach of this Contract, and that the affected party would be entitled to seek appropriate damages from the court to remedy any harm caused.
The FLY shall (at its discretion) provide one or more of the following services:
1. Agreed Purposes: Each party shall share data that is necessary for the purpose of Supplier performing the Services or Customer fulfilling its obligations under the Contract.
2. Controller, processor, data subject, personal data, personal data breach, processing and appropriate technical and organisational measures: as set out in the Data Protection Legislation.
3. Data Discloser: a party that discloses Shared Personal Data to the other party.
4. Data Protection Legislation: all applicable data protection and privacy legislation in force from time to time in the UK including the UK GDPR; the Data Protection Act 2018 (DPA 2018) (and regulations made thereunder); the Privacy and Electronic Communications Regulations 2003 (SI 2003/2426) as amended and all other legislation and regulatory requirements in force from time to time which apply to a party relating to the use of personal data (including, without limitation, the privacy of electronic communications);
5. EU GDPR: the General Data Protection Regulation ((EU) 2016/679).
6. UK GDPR: has the meaning given to it in section 3(10) (as supplemented by section 205(4)) of the Data Protection Act 2018.
7. Permitted Recipients: the parties to this Contract, the employees of each party, any third parties engaged to perform obligations in connection with this Contract.
8. Shared Personal Data: the personal data to be shared between the parties under clause 1.1 of this agreement. Shared Personal Data shall be confined to the following categories of information relevant to the following categories of data subject:
a) FLY or the seller’s employees;
b) Consumers; and
c) FLY or the seller’s suppliers;
1.1 - Shared Personal Data. This clause sets out the framework for the sharing of personal data between the parties as controllers. Each party acknowledges that one party (referred to in this clause as the Data Discloser) will regularly disclose to the other party Shared Personal Data collected by the Data Discloser for the Agreed Purposes.
1.2 - Effect of non-compliance with Data Protection Legislation. Each party shall comply with all the obligations imposed on a controller under the Data Protection Legislation, and any material breach of the Data Protection Legislation by one party shall, if not remedied within 30 days of written notice from the other party, give grounds to the other party to terminate this agreement with immediate effect.
1.3 - Particular obligations relating to data sharing. Each party shall:
(a) Ensure that they comply with the FLY App or Website privacy policy;
(b) ensure that it has all necessary notices and consents and lawful bases in place to enable lawful transfer of the Shared Personal Data to the Permitted Recipients for the Agreed Purposes;
(c) give full information to any data subject whose personal data may be processed under this agreement of the nature of such processing. This includes giving notice that, on the termination of this agreement, personal data relating to them may be retained by or, as the case may be, transferred to one or more of the Permitted Recipients, their successors and assignees;
(d) process the Shared Personal Data only for the Agreed Purposes;
(e) not disclose or allow access to the Shared Personal Data to anyone other than the Permitted Recipients;
(f) ensure that all Permitted Recipients are subject to written contractual obligations concerning the Shared Personal Data (including obligations of confidentiality) which are no less onerous than those imposed by this agreement;
(g) ensure that it has in place appropriate technical and organisational measures, reviewed and approved by the other party, to protect against unauthorised or unlawful processing of personal data and against accidental loss or destruction of, or damage to, personal data;
(h) not transfer any personal data received from the Data Discloser outside the EEA unless the transferor ensures that:
(i) the transfer is to a country approved under the applicable Data Protection Legislation as providing adequate protection; or
(ii) there are appropriate safeguards or binding corporate rules in place pursuant to the applicable Data Protection Legislation; or
(iii) the transferor otherwise complies with its obligations under the applicable Data Protection Legislation by providing an adequate level of protection to any personal data that is transferred; or
(iv) one of the derogations for specific situations in the applicable Data Protection Legislation applies to the transfer.
1.4 - Mutual assistance. Each party shall assist the other in complying with all applicable requirements of the Data Protection Legislation. In particular, each party shall:
(a) consult with the other party about any notices given to data subjects in relation to the Shared Personal Data;
(b) promptly inform the other party about the receipt of any data subject rights request;
(c) provide the other party with reasonable assistance in complying with any data subject rights request;
(d) not disclose, release, amend, delete or block any Shared Personal Data in response to a data subject rights request without first consulting the other party wherever possible;
(e) assist the other party, at the cost of the other party, in responding to any request from a data subject and in ensuring compliance with its obligations under the Data Protection Legislation with respect to security, personal data breach notifications, data protection impact assessments and consultations with the Information Commissioner or other regulators;
(f) notify the other party without undue delay on becoming aware of any breach of the Data Protection Legislation;
(g) at the written direction of the Data Discloser, delete or return Shared Personal Data and copies thereof to the Data Discloser on termination of this Contract unless required by law to store the Shared Personal Data; and
(h) use compatible technology for the processing of Shared Personal Data to ensure that there is no lack of accuracy resulting from personal data transfers.
1.5 - Indemnity. Each party shall indemnify the other against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other reasonable professional costs and expenses) suffered or incurred by the indemnified party arising out of or in connection with the breach of the Data Protection Legislation by the indemnifying party, its employees or agents, provided that the indemnified party gives to the indemnifier prompt notice of such claim, full information about the circumstances giving rise to it, reasonable assistance in dealing with the claim and sole authority to manage, defend and/or settle it.
Last updated: August 2025
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