1. Overview
Thank you for your interest in becoming a Buyer at Latin America Sourcing, a Papaya Enterprises LLC marketplace, accessible through our websites (the "Site") and mobile applications (the "Application," and together with the Site, the "Services"). Throughout these Buyer Terms of Service ("Buyer Terms"), "Papaya Enterprises LLC," "we," and "us" refer to Papaya Enterprises LLC and its affiliates. "You" and "your" refer to you as a user of the Services as a Buyer. These Buyer Terms, together with the General Terms and Privacy Policy, govern your purchase of goods as a Buyer through the Services. Policies referenced herein are incorporated by reference. As used herein, "including" means "including, without limitation."
IF YOU BECOME A SUBSCRIBER TO A PAID MEMBERSHIP AND PAY BY CREDIT CARD, YOUR SUBSCRIPTION WILL AUTOMATICALLY RENEW PURSUANT TO THE TERMS SET FORTH BELOW.
2. Key Definitions
"Supplier" means a supplier that offers to sell and/or sells goods to Buyers through the Services.
"Buyer" means a buyer who purchases goods through the Services for the purpose of resale.
3. Account Registration – Buyer Account
Buyer Account. To purchase goods through the Services, you must register, create a Buyer account, and be approved by Papaya Enterprises LLC (a "Buyer Account"), as further set forth in the General Terms. We may deactivate your account for breach of these Buyer Terms, including selling products in non‑approved locations or on non‑approved platforms.
Qualifications. To qualify for a Buyer Account, you must have (or intend to have) an online, brick‑and‑mortar, or pop‑up store open for business (authorized subscription boxes and booths may qualify at our discretion). You must also have, and upon request provide proof of, a valid reseller's permit or ID (or your state's or region's equivalent).
4. Product and Content Compliance
You acknowledge that Papaya Enterprises LLC is not required to determine whether products sold on the Services, or any related Content: (i) comply with Product Guidelines; (ii) comply with laws (including safety, labeling, testing, warning, import/export, and consumer protection requirements); (iii) do not infringe intellectual property or publicity rights; (iv) do not contain false, inaccurate, or misleading information; or (v) may be lawfully sold in your jurisdiction or to your customers. You agree to conduct necessary due diligence. You release Papaya Enterprises LLC from liability and agree to indemnify, defend, and hold Papaya Enterprises LLC harmless for claims as set forth in the Indemnity section.
5. Orders
Order Minimums. Suppliers may set order minimums (dollar amounts or quantities), and may set different minimums for first orders and reorders.
Right to Refuse. Suppliers and/or Papaya Enterprises LLC may refuse to complete a purchase for any reason, in Papaya Enterprises LLC's discretion.
Inventory. Papaya Enterprises LLC encourages Suppliers to hold sufficient inventory but does not guarantee inventory levels, SKU selection, or availability.
Testers and Samples. Suppliers may sell testers or samples. Unless otherwise agreed, you may add only one tester per SKU to any full order. Testers are non‑returnable and non‑refundable.
Orders. After a purchase order is submitted, the Supplier will have a brief period to accept or reject. Once confirmed and the first installment is paid, the Supplier will manufacture or furnish the goods for delivery. Title transfers upon delivery. Upon delivery, you have two (2) business days to accept or reject. Failure to confirm within two (2) business days constitutes acceptance and the final installment becomes due; upon formal approval, the final installment is due immediately. If rejected, you will arrange a pick‑up via a third‑party logistics provider to return goods to the Supplier and must provide justification (including photos and written explanation).
DDU (delivered and duty unpaid) and DDP (delivered and duty paid) orders must be placed through the Latin America Sourcing platform. Free On Board (FOB) and Ex-works (EXW) orders might be placed directly with the supplier. Once a relationship between the buyer and supplier has been established, communication outside of the platform is acceptable.
No Exclusivity. Unless otherwise agreed, Buyers may not expect Suppliers to work exclusively with them. Papaya Enterprises LLC does not guarantee exclusivity. All NDAs and Buyer intellectual property remain the property of the Buyer.
Shipping Address and Drop Shipping. You must provide a valid physical address to receive products ordered through the Services. Papaya Enterprises LLC does not currently offer drop shipping to Buyers' customers. Buyers may not forward purchased products overseas via mail forwarding or otherwise.
Taxes. You are solely responsible for the collection and remittance of taxes and for any filings required under applicable law. You release and will indemnify Papaya Enterprises LLC with respect to such obligations.
6. Payment
Payment Methods. To make a purchase, link an approved payment method (credit or debit card; prepaid cards excluded). By submitting payment details when registering for a Buyer Account and/or purchasing goods, you agree to pay for the goods and applicable taxes and fees, and you authorize Papaya Enterprises LLC and/or its affiliates to charge your payment method and to issue credits for adjustments if necessary. We may correct pricing errors. We will charge your default payment method; if it fails, we may charge any other payment method on your account.
Payment Processors. Papaya Enterprises LLC uses third‑party service providers for card processing, fraud screening, payment processing, and disbursement of funds to Suppliers. You agree we may share your information with those processors to complete transactions.
Payment Structure. Unless otherwise agreed in writing, for orders with GMV under USD $10,000, payment is due in full at the time of initial purchase order. For orders over USD $10,000, 50% is due upon order initiation and the balance upon delivery and approval.
Payment Accounts. (a) Terms Account (Net 30). Eligible large Buyers (approval required; at least three (3) prior successful orders) may purchase with a Terms Account. We may require an upfront payment (<50% of GMV) and will invoice the balance with net‑30 payment terms from order placement. Spending limits and outstanding balance thresholds may apply and may be adjusted in our discretion. Over‑limit purchases must be paid upon shipment. Creating multiple accounts to circumvent limits is prohibited. (b) Payment on Shipment Account. If not eligible for a Terms Account, your payment method will be charged when the order is in transit.
Failure to Make Payment & Payment Plan. If you fail to make timely payments, Papaya Enterprises LLC may demand immediate payment of all outstanding invoices; cancel or suspend orders; suspend or revoke credit; offset monies owed; assess late payment penalties at the highest lawful rate; and/or suspend or terminate your Buyer Account. Accounts may be placed with a collection agency. If any payment becomes 30 days past due and you have not opted into an offered payment plan, we may automatically enroll you in a three‑month plan with equal weekly installments at a market rate of interest and a service fee. This plan applies only to goods, not subscriptions or other services.
7. Shipping Costs and Lead Times
Shipping Costs. Unless otherwise agreed, you are responsible for shipping, duties, transport, and packaging costs shown on your invoice, as well as any customs and duties on international orders. Shipping costs vary by weight, size, and origin.
Lead Times. Lead times vary by Supplier. Average lead times are shown on the Supplier's page and/or in your cart. If an order takes longer than two (2) weeks to ship, invoice due dates and any return window (if applicable) are automatically extended by two (2) weeks. Once the Supplier accepts the order, the expected ship date will be updated in your Buyer Account. You will receive tracking and shipping cost information once shipped (also available in your Buyer Account).
8. Returns, Refunds, Cancellations
Returns. Papaya Enterprises LLC might offer returns on qualifying orders placed with eligible Suppliers as long as purchase orders are placed via the Latin America Sourcing Platform. Direct purchases from suppliers are not covered. Refund notices must be submitted within fourteen (14) business days of shipment approval. To qualify and avoid charges, you must follow our Returns, Refunds, and Cancellations Policy. Orders not covered by that policy are not eligible for return except in limited circumstances described therein. You are responsible for shipping costs to your retail location; those costs are non‑refundable even if items are later returned under this Section.
Refunds and Cancellations. If you receive damaged products, missing items, or do not receive products by the expected ship date, you must report the issue within fourteen (14) business days of receipt, as outlined in our Returns, Refunds, and Cancellations Policy. Failure to timely report constitutes acceptance.
Papaya Enterprises LLC may accept or reject any missing or damaged report in its reasonable discretion, including where fraud is suspected. Our decision whether to accept such a claim is final.
9. Communications on Papaya Enterprises LLC
Buyers and Suppliers may contact each other through the platform. Use it only for legitimate business purposes (e.g., product questions, order status, or issue resolution). Do not harass or misuse the platform. If you cannot resolve issues directly, you may contact Papaya Enterprises LLC for assistance.
10. Product Content
Limited License. Papaya Enterprises LLC displays content related to products, including photos, descriptions, and Supplier stories. You are granted a limited, revocable license to use product content for items you purchase on your company's website solely to resell that product. You will not use such content in paid ads or campaigns (including Facebook, Instagram, or Google) without the content owner's express written consent.
Ownership; No Warranty. You acknowledge you are a licensee of the content and have no ownership rights. Papaya Enterprises LLC is not responsible for content and makes no representation or warranty that content does not infringe third‑party rights or violate law.
11. Auto‑Renewal Paid Subscription Plan
You will be charged the subscription fee disclosed to you (the "Subscription Fee") upon enrollment as a Buyer. No minimum order other than meeting Supplier minimums. Membership is active upon enrollment; benefits are not retroactive. Subscription Fees are separate from order purchases and do not affect credit limits or financing terms. Credits cannot be applied to Subscription Fees. On each yearly anniversary of your contract date, the Subscription Fee may increase by five percent (5%) to account for platform improvements and inflation.
Auto‑Enrollment. After the Free Trial ends, you will automatically be charged the Subscription Fee for the subsequent period unless you cancel before the next billing cycle. We will charge your payment method on file, or you may be asked to provide one. Fees are non‑refundable and non‑transferable except as stated.
By submitting payment details for enrollment, you agree to pay for the services and applicable taxes and authorize Papaya Enterprises LLC and/or its payment affiliates to charge or credit your card for necessary adjustments. We may correct pricing errors and may refuse any order.
Billing; Changes. The plan is billed on the first day of the applicable period. We may change the plan or pricing prospectively in our discretion. Unless we notify you at least ten (10) days before the end of your current term that fees will increase, renewal will be at the same Subscription Fee plus applicable taxes.
Cancellation. You may opt out of or cancel auto‑renewal at any time by contacting platform@latinamericasourcing.com or through your Buyer Account settings. If you cancel, you may use your subscription until the end of the term; no pro‑rated refunds. We may remove you from the program if you become ineligible (e.g., late payments, high return rates, or other factors).
12. Disputes
For disputes regarding an order or product, you agree to attempt informal resolution directly with the Supplier using the platform's messenger. If you cannot resolve the dispute, you may contact Papaya Enterprises LLC for assistance. Papaya Enterprises LLC has no duty or obligation to resolve any issue and is not liable for disputes between you and a Supplier.
13. Indemnity
You will defend, indemnify, and hold harmless Papaya Enterprises LLC and its parent, subsidiaries, affiliates, partners, successors, and assigns, and their respective owners, officers, directors, employees, agents, contractors, licensors, service providers, and third‑party content providers from any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable legal and accounting fees) arising out of your violation of these Buyer Terms, the General Terms, applicable law, third‑party rights, and/or your use of or participation on the Services.
14. Termination
If you breach these Buyer Terms, Papaya Enterprises LLC may suspend or terminate your Buyer Account, these Buyer Terms, and/or the General Terms, with or without prior notice. We may revoke access to the Services at any time, with or without cause. If terminated due to your breach, you remain liable for all amounts due. You may terminate your relationship by contacting platform@latinamericasourcing.com or as indicated in your Buyer Account portal. We will close your Buyer Account once all monies due are settled.
15. Governing Law
These Buyer Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict‑of‑laws principles.