1. Definitions

• Platform: The group-buy e-commerce platform and related services operated by the Company.
• Seller: Any individual or entity listing or selling products or services through the Platform.
• Buyer: Any consumer who purchases products from Sellers through the Platform.
• Group-Buy: A purchasing model in which discounted prices take effect only when certain quantity or conditions are met.
• Service Fees: Platform fees, payment processing fees, and any applicable operational fees charged by the Company.
• Settlement: The remittance of funds collected from Buyers to the Seller after applicable deductions.
• Marketplace Facilitator: The Company's role in collecting and remitting sales tax where required by law.

2. Seller Eligibility

• The Seller must be legally authorized to conduct business in the United States and comply with all federal and state tax obligations.
• The Company may request verification documents at any time.
• Fraudulent, inaccurate, or illegal information or activity may result in immediate suspension or termination of the Seller's account.

3. Product Listing, Safety & Compliance

• Seller represents and warrants that all product information (price, description, images, specifications) is accurate and not misleading.
• Seller must comply with all applicable federal and state regulations, including but not limited to: FTC Act, CPSIA, CPSC, FDA, USDA, Toxic Substances Control Act, and New Jersey Consumer Fraud Act (CFA).
• Regulated products (food, supplements, cosmetics, infant products, electronics, etc.) must meet all required certifications, safety standards, and labeling.
• Seller bears full responsibility for any legal or regulatory violation.
• The Company may remove or restrict product listings at its sole discretion.

4. Group-Buy Conditions

• Seller may define group-buy conditions such as minimum quantity, discount rate, and duration.
• Once group-buy conditions are met, the Seller must fulfill all related orders without exception.
• Price changes, supply shortages, or cost increases do not excuse fulfillment obligations.
• Seller must notify the Company immediately of any stock-out or supply issues.
• The Company may cancel orders or take corrective actions if the Seller fails to meet group-buy commitments.

5. Order Processing & Shipping

• Seller must comply with the Platform's service-level requirements for shipping timelines.
• A valid tracking number must be provided within the designated timeframe.
• Seller is responsible for delays, misdeliveries, lost packages, and damaged shipments.
• Repeated issues may result in penalties, settlement holds, or account suspension.
• Seller must comply with all applicable shipping and transportation regulations (FTC, USPS, UPS/FedEx, Hazmat rules, etc.).

6. Refunds, Returns & Disputes

• Seller must comply with the Platform's refund and return policies.
• If the issue is caused by Seller error (defective item, wrong item, missing item), Seller bears all related return and replacement costs.
• Buyer's remorse returns follow the Company's standard policy, and Seller must comply.
• The Company may issue advance refunds to Buyers to protect customer experience; such amounts may be deducted from Seller payouts.
• In case of disputes, the Company's decision is final and binding.

7. Fees, Sales Tax & Settlement

7.1 Service Fees

The Company charges platform/service fees, payment processing fees, and other applicable fees.

7.2 Sales Tax (Marketplace Facilitator Model)

As required by state law (including New Jersey), the Company acts as a Marketplace Facilitator and will:

• collect sales tax at checkout;
• remit collected sales tax to the appropriate state tax authorities.

Seller agrees that the Company's tax collection and remittance satisfy the Seller's sales tax obligations for those transactions.

Seller remains responsible for providing accurate product taxability and classification information.

7.3 Settlement

Seller payouts are remitted after deducting taxes (where applicable), service fees, refunds, chargebacks, and adjustments.

The Company may withhold settlement for:

• disputes or chargebacks;
• regulatory or legal concerns;
• suspected fraud or policy violations;
• unresolved shipping or fulfillment issues.

7.4 Chargebacks

• Seller is fully responsible for chargebacks related to product quality, misrepresentation, shipping issues, or failure to provide proof of delivery.
• The Company may deduct chargeback amounts and associated fees from Seller settlements.

8. Prohibited Activities

Sellers may not engage in the following:

• Selling illegal, counterfeit, unsafe, or recalled products
• Violating intellectual property rights
• Manipulating orders, reviews, or sales data
• Encouraging off-platform payments or transactions
• Creating multiple accounts to circumvent policies
• Misusing or sharing Buyer personal information

Violation may result in immediate suspension, removal of listings, settlement withholding, or legal action.

9. Insurance Requirement

• Seller must maintain Commercial General Liability Insurance, including Product Liability coverage, with minimum limits of $1,000,000 per occurrence.
• The Company may request proof of insurance at any time.
• Failure to provide such insurance may result in account suspension or termination.

10. Product Recalls

• Seller must notify the Company immediately of any product recall, safety alert, or regulatory action.
• Seller must fully cooperate in removing affected listings and processing refunds or communications.
• All costs related to recalls are the Seller's responsibility.

11. Liability & Indemnification

• Seller assumes full responsibility and liability for all products, listings, representations, and transactions.
• The Company is not the seller of record and is not responsible for product quality, safety, or regulatory compliance.
• Seller agrees to indemnify and hold harmless the Company from all claims, losses, damages, liabilities, and expenses arising from Seller's products, actions, or violations.
• The Company may deduct indemnifiable amounts from Seller settlements.

12. Account Suspension & Termination

• Seller may request account termination at any time.
• The Company may suspend or terminate Seller accounts immediately for:
  • repeated customer complaints;
  • legal or regulatory violations;
  • safety risks;
  • fraud or policy evasion.
• Seller must fulfill all outstanding orders even after termination.
• Settlement may be delayed pending investigation.

13. Privacy & Data Protection

• Seller may use Buyer personal information only for order fulfillment and customer service.
• Seller must comply with all relevant privacy laws, including CCPA and FTC regulations.
• Unauthorized sharing, selling, or marketing use of Buyer data is strictly prohibited.

14. Intellectual Property

• All Platform content (logos, images, software, text, designs) is owned by the Company and may not be used without permission.
• Seller grants the Company a non-exclusive license to use Seller-provided content (images, descriptions, etc.) for Platform operations.

15. Confidentiality

• Seller must not disclose Company operational details, settlement information, internal systems, or policies to third parties.
• This obligation survives account termination.

16. Amendments

• The Company may modify these Terms at any time.
• Updated Terms become effective upon notice, and continued use of the Platform constitutes acceptance.

17. Governing Law & Dispute Resolution

• These Terms are governed by the laws of the State of New Jersey and the United States.
• Disputes shall first be resolved through good-faith negotiation.
• If unresolved, disputes shall be brought exclusively in the courts located in the Company's principal place of business in New Jersey.
• The Company may propose mediation as an alternative dispute resolution method.