Terms of Service: Merchenary

1. The Platform

Merchenary is a group-buy marketplace that enables creators to run limited merch campaigns. We provide the technology platform. We are not a party to transactions between creators and backers, and we are not a retailer, manufacturer, or fulfillment provider.

2. Platform as Venue, Not a Guarantor

Merchenary connects creators and backers but does not guarantee campaign fulfillment. Creators are solely responsible for producing and shipping their goods. By backing a campaign, you acknowledge that you are entering into an agreement with the creator, not with Merchenary. Merchenary makes no warranty that any campaign will be fulfilled.

3. Creator Obligations

By launching a campaign, creators agree to:

• Fulfill all orders at the quality and specifications described in the campaign
• Ship orders within a reasonable time after campaign close (we recommend 60–90 days)
• Communicate material delays to backers promptly
• Not collect funds with intent to deceive or without intent to fulfill

Creators who fail to fulfill campaigns may have their accounts suspended, their future payouts withheld pending dispute resolution, and may be reported to Stripe and relevant authorities.

4. Payouts

Creator payouts are processed immediately upon campaign finalization via Stripe Connect, minus the platform fee and applicable Stripe processing fees. Payouts are not reversible once processed. Creators are responsible for any taxes owed on their earnings.

5. Chargebacks and Disputes

If a backer files a chargeback with their card issuer due to non-fulfillment or fraud, Merchenary reserves the right to:

• Recover the disputed amount from the responsible creator's future payouts
• Suspend the creator's account pending investigation
• Pursue the creator for any losses incurred by Merchenary as a result

Backers who file fraudulent chargebacks may be permanently banned from the platform.

6. Backer Cancellation Policy

Backers can cancel their pledges according to the following three rules:

• More than 24 hours before the campaign closes: backers may cancel freely. No fee, no approval needed.
• Within 24 hours of the campaign closing: cancellation is allowed only if removing the pledge would still leave the campaign at or above its minimum (including any backstock the creator has added). If a cancellation would drop the campaign below its minimum, it is blocked and the backer is invited to submit a cancellation request instead.
• After the campaign closes: direct cancellation is not available. Backers may submit a cancellation request, which the creator reviews and either approves or declines. Approved requests refund the backer; declined requests stand.

Refunds for approved cancellation requests are processed through the original payment method. Backers acknowledge that creators may decline requests when production is already underway.

7. Prohibited Use

You may not use Merchenary to:

• Sell counterfeit or infringing goods
• Misrepresent campaign products or fulfillment timelines
• Launder money or engage in fraud
• Violate any applicable law

8. Platform Fee

Merchenary charges a 4% platform fee on total campaign revenue. This fee is deducted at finalization and is non-refundable.

9. Payment Processing

Merchenary uses Stripe to process payments. By backing a campaign, you authorize Merchenary to charge your payment method if the campaign reaches its minimum. You are responsible for ensuring your payment method is valid and has sufficient funds at the time of campaign finalization.

If your payment fails during finalization, Merchenary will send you a recovery link to update your payment information. You will have 8 days to complete payment. After 8 days, your order will be canceled and the creator will be notified.

Merchenary does not guarantee the collection of all backer payments. Creators acknowledge that some payments may fail and are responsible for adjusting production orders based on confirmed payments, not total pledges.

Merchenary is not liable for any losses, costs, or damages resulting from failed backer payments, including but not limited to production costs incurred for orders that were not successfully collected.

All payments are processed in US dollars. Stripe's processing fees apply to each transaction. Platform fees, if applicable, are calculated on successfully collected payments only.

Refunds after successful payment are handled on a case-by-case basis. Contact hello@merchenary.shop for refund requests.

10. Limitation of Liability

To the maximum extent permitted by law, Merchenary's total liability arising out of or relating to these terms is limited to the platform fees paid by the relevant creator in the 12 months preceding the claim. Merchenary is not liable for indirect, incidental, or consequential damages, including losses arising from creator non-fulfillment.

11. Indemnification

Creators agree to indemnify and hold harmless Merchenary LLC, its officers, and employees from any claims, losses, or damages arising from their campaign, including claims by backers related to non-fulfillment.

12. Producer Terms

Producers are independent vendors who contract directly with campaign creators. By joining as a Producer, you agree to:

• Respond to quote requests within 48 hours. Failure to respond may result in the campaign being reassigned.
• Honor confirmed quotes. Once you confirm a quote, you are contractually bound to fulfill the order at the agreed pricing.
• Produce and ship all backer units. Backstock units (ordered by the creator for their own account) are handled separately and invoiced directly to the creator. They are not part of the platform payout.
• Maintain an active Stripe Connect Express account to receive payouts. Payouts are initiated by Merchenary after campaign finalization.
• Resolve disputes directly with the creator. Merchenary facilitates payment but is not a party to the production contract and cannot guarantee quality, turnaround, or performance on behalf of any producer.

Venue Disclaimer: Merchenary is a payment facilitator, not a guarantor of producer performance. Creators assume all risk associated with producer selection and should conduct their own due diligence.

13. Creator Backstock Terms

Backstock units are additional units a creator orders for their own inventory above and beyond backer orders. Backstock units count toward volume-tier pricing (benefiting all backers), but backstock costs are the sole responsibility of the creator. Backstock costs are not covered by campaign revenue and must be paid by the creator directly to the producer outside of the Merchenary platform. Creators should confirm backstock pricing and payment terms with their producer before finalizing.

14. Governing Law

These terms are governed by the laws of the State of Vermont. Any disputes shall be resolved in the courts of Chittenden County, Vermont.

15. Changes to These Terms

We may update these terms. Material changes will be communicated via email. Continued use of the platform constitutes acceptance.

Contact

Merchenary LLC · legal@merchenary.shop