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Effective Date. The earlier of (a) the date the Consignor signs this Agreement, or (b) the date the Consignor clicks “I agree” in the Consignor Dashboard.
Consignee. Sora Trading Co., doing business as “SO. by Sora” (CR 1010475204), registered office: Saad Square, King Khalid Rd, Hittin, Riyadh 13518, Kingdom of Saudi Arabia. Contact for notices: info@sobysora.com. Customer support: +966 555043176.
Consignor. The natural person or entity identified in the Consignor Dashboard or on the signature page, including full legal name and address, and a government ID/passport number (or KSA ID/Iqama where applicable).
Acceptance. By signing below or by clicking “I agree” in the Consignor Dashboard, the Consignor agrees to be legally bound by this Agreement. If accepting on behalf of an entity, you represent and warrant that you are duly authorized to bind that entity.
Consent to Electronic Records & Signatures. The Consignor consents to transact electronically and to receive and retain records electronically in connection with this Agreement.
Record of Acceptance. The Consignee may retain the date/time stamp, user account, IP address, and the specific version of these terms accepted.
1.1 SO. by Sora sells authentic second-hand (“pre-owned”) merchandise online and via boutique to end consumers.
1.2 The Consignor consigns the items listed in the Consignment Item List (shown in the Consignor Dashboard or Annexure B) for display and sale by SO. by Sora.
1.3 The Consignor warrants that all consigned goods are genuine and non-counterfeit.
1.4 The Consignor authorizes SO. by Sora to photograph and use images of the items in any marketing/advertising, including editorials and photoshoots.
For this Agreement:
“Consigned Goods / Merchandise”: Items delivered by the Consignor for display and sale.
“Consignment Period”: Three (3) months from SO. by Sora’s acceptance of the selected items (see §6).
“Commission”: SO. by Sora’s share retained from the sale proceeds as described in §4.
“Net Selling Price”: Gross selling price minus applicable taxes and payment processing fees, and any other agreed charges.
SO. by Sora has the sole and exclusive right to display and sell the Consigned Goods (boutique, website, and any other marketing channels SO. by Sora selects). During the Consignment Period, the Consignor may not market, list, or sell the Consigned Goods elsewhere. A breach is material and allows SO. by Sora to terminate and seek damages.
The Consignor must ensure all items (and their parts) are authentic. If any item is determined not authentic upon inspection:
The Consignor shall pay an authentication fee of SAR 160 per item.
The Consignor bears all legal and financial responsibility for resulting liabilities, costs, or damages.
a) The Consignor must deliver the items to SO. by Sora’s business location at the Consignor’s expense and insured prior to shipment.
b) Items must be physically present for inspection. The Agreement and acceptance of selected items occur after SO. by Sora inspects and approves the items and confirms prices.
c) Risk of loss transfers to SO. by Sora only after it approves the items and the Agreement is signed/accepted.
d) If a government authority (e.g., ZATCA) requires any registration, ownership proof, original invoice, or other documentation, the Consignor must provide it.
a) Title remains with the Consignor until sale to the end customer. The Consigned Goods are held on consignment only and are not SO. by Sora inventory assets.
b) While items are under SO. by Sora’s control, the Consignor is not responsible for loss or damage.
c) The Consignor must hand over items clean and in excellent condition.
a) The Consignment Item List (Annexure B or Dashboard) will state SO. by Sora’s proposed selling prices, to be agreed by both parties before listing.
b) SO. by Sora will photograph, describe, list, and market the items at its discretion.
c) Prices, once agreed in Annexure B, are final and non-negotiable unless amended in writing.
SO. by Sora may apply limited promotions up to twenty percent (20%) off the agreed selling price without further approval, as part of exclusive campaigns to enhance saleability. Any discount above 20% requires prior written consent from the Consignor. The Consignor may request specific items be excluded from promotions.
a) The Consignor is entitled to 70% of the Net Selling Price of each sold item (after deducting VAT, payment processing fees, and any other agreed fees).
b) SO. by Sora will first deduct electronic payment processing fees (e.g., credit/debit card, Mada, Apple Pay, etc.) from sale proceeds before distributing shares.
c) VAT or similar taxes (if applicable) are chargeable to the customer.
d) The Consignor shall pay a non-refundable administrative fee of SAR 75 per item, in advance.
d) Admin Charge (Intake & Processing). A non-refundable Admin Charge of SAR 75 per item is payable in advance to cover intake, cataloging, photography, storage, and listing operations. The Admin Charge is separate from commissions, VAT, and payment processing fees and is not credited against the Consignor’s payout. If an item fails authentication, the Admin Charge remains due, the separate authentication fee (SAR 160 per item) also applies.
SO. by Sora will transfer the Consignor’s share within 60 days from the date of sale of the item.
6.1 The Consignment Period is three (3) months, starting on the date SO. by Sora accepts the selected items and prices.
6.2 Before expiry, the Consignor must contact SO. by Sora to:
confirm sale(s)
request an extension in writing, or
arrange retrieval at the Consignor’s expense (including any shipping/transport).
6.3 If no contact at expiry (email: info@sobysora.com or WhatsApp: +966 555043176), SO. by Sora will hold items for 30 days pending the Consignor’s instructions.
6.4 If the 30-day hold lapses with no action, the Consignor is deemed to have irrevocably authorized SO. by Sora to dispose of the items at its sole discretion (including selling at any price, donating to charity, or otherwise disposing), without liability to the Consignee.
7.1 SO. by Sora solely manages and operates its business and methods.
7.2 The Consignor has no supervision or control over SO. by Sora’s operations and is not responsible for SO. by Sora’s negligence.
7.3 From the Effective Date until termination, the Consignor shall not market/distribute/sell the Consigned Goods except through SO. by Sora. Breach is material and permits immediate termination and damages.
8.1 The Consignor warrants good and marketable title, free of liens/encumbrances, and that the items do not infringe any third-party IP rights (trademark, copyright, etc.).
8.2 The Consignor shall indemnify and hold harmless SO. by Sora from all damages, claims, suits, costs, and attorneys’ fees arising from display or sale of the products, including authenticity, legality, ownership, or IP issues.
8.3 This indemnity survives termination for any items sold during the term.
Each party shall keep confidential all non-public, confidential, or proprietary information received from the other and use it only to perform this Agreement. This obligation survives termination.
Neither party may transfer or assign this Agreement or its rights/obligations without the other’s prior written consent.
Neither party is liable for delay/failure caused by events beyond its reasonable control (e.g., acts of God, war, government orders, epidemic, etc.). The affected party will notify promptly and is entitled to a reasonable extension.
Either party may terminate with 30 days’ written notice (in person, certified mail, email, fax, or recognized overnight courier). If terminated before the Consignment Period ends, the Consignor must collect items within 30 days at own expense. If the Consignor fails to collect within that period, SO. by Sora may dispose of the items at its sole discretion without liability.
This Agreement is governed by the laws of the Kingdom of Saudi Arabia. Courts of Riyadh, KSA have exclusive jurisdiction over any dispute arising from or related to this Agreement.
14.1 Entire Agreement. This Agreement, together with Annexure B (as defined below), constitutes the entire agreement and supersedes all prior understandings regarding its subject matter.
14.2 Annexure B — Form. Annexure B may be either:
(a) a digitally maintained schedule available in the Consignor Dashboard (Digital Annexure B), where the Dashboard is supported, or
(b) a signed PDF/printed schedule attached to or exchanged with this Agreement (Paper Annexure B).
Both forms are equally valid.
14.3 Binding Version / Effective Time. The binding Annexure B is the most recent version validly accepted by both Parties: (i) a Digital Annexure B accepted via the Dashboard, or (ii) a Paper Annexure B signed by both Parties (including electronic signature). The Effective Annexure B is the latest of those by timestamp.
14.4 Changes. Any change to items, prices, or terms must be:
(i) submitted and accepted via the Dashboard flow (where available), generating a new Digital Annexure B version, or
(ii) set out in a written instrument (including email from the Parties’ registered addresses attaching an updated Paper Annexure B) and signed/confirmed by both Parties.
The latest accepted version becomes the Effective Annexure B and supersedes prior versions.
14.5 Conflicts. If a Digital Annexure B and a Paper Annexure B exist simultaneously with differing terms, the Effective Annexure B (the one most recently accepted/signed) prevails.
14.6 Records. The Consignee will retain records of Annexure B versions and acceptances (including timestamps and acceptance method) for not less than five (5) years and will provide copies to the Consignor upon request.
14.7 Transition. Until the Dashboard is fully deployed for a given Consignor, Annexure B will be provided in Paper form. Once the Dashboard is enabled, Annexure B will be managed digitally, and subsequent updates will occur via the Dashboard unless otherwise agreed in writing.
Any modification or additional obligation is binding only if in a written instrument signed by both parties (or agreed via documented digital acceptance flow that captures the Consignor’s assent to a revised version).
A party’s failure to enforce any provision is not a waiver of future enforcement of that or any other provision.
17.1 If any provision is unlawful or unenforceable, it is severed to the minimum extent needed, the remainder remains in force. The parties shall negotiate in good faith to restore the original intent.
17.2 Provisions that by nature survive (e.g., confidentiality, indemnity, ownership, jurisdiction) survive termination.
17.3 Headings are for convenience only.
17.4 Language: If issued in multiple languages, the Arabic text prevails; otherwise, this English version controls.
17.5 Electronic Acceptance & Counterparts: This Agreement may be executed in counterparts (including electronic signatures and click-acceptance). Clicking “I agree” in the Consignor Dashboard constitutes the Consignor’s electronic signature and acceptance.
(Shown in the Consignor Dashboard or appended here, including item descriptions and agreed selling prices.)
