Free Online Store Agreement Template

Online Store Agreement

This Online Store Agreement (“Agreement”) is made and entered into as of the date of execution, by and between [Your Company Name], a company organized under the laws of [State], with its principal place of business at [Your Company Address] (“Company”), and [Your Client Name], located at [Your Client Address] (“Merchant”).

This Agreement outlines the terms and conditions governing the Merchant’s use of the online store services provided by [Your Company Name]. Both parties agree to abide by the terms herein, including any updates or changes as may be made from time to time.

1. Definitions

1.1 “Online Store”: Refers to the web-based e-commerce platform and associated services provided by [Your Company Name], which enables the Merchant to sell goods or services to customers via the internet. This includes access to tools for listing products, managing customer orders, and processing payments. The Online Store also includes any future updates, versions, or additional features provided by [Your Company Name].

1.2 “Merchant”: The individual or legal entity that enters into this Agreement to use the Online Store platform provided by [Your Company Name] for selling goods or services. The Merchant is responsible for managing their own product listings, pricing, customer relations, and all other activities associated with their online store operations.

1.3 “Customers”: Refers to any individuals or entities who visit the Merchant's online store and purchase goods or services. The Merchant acknowledges that they are responsible for fulfilling customer orders in a timely manner and addressing any customer inquiries or issues that may arise.

1.4 “Service Fees”: Refers to all fees charged by [Your Company Name] for providing and maintaining the Online Store services. These fees may include but are not limited to setup fees, monthly subscriptions, and transaction fees. The Merchant agrees to pay all applicable Service Fees in accordance with the payment terms specified in this Agreement.

2. Scope of Services

2.1 Services Provided

[Your Company Name] agrees to provide the Merchant with access to an Online Store platform that offers the following features:

  • Product Listing Tools: The Merchant will be able to list and manage their products or services, including product descriptions, pricing, and inventory.

  • Payment Processing: [Your Company Name] will provide secure payment gateways for transactions, ensuring customer payments are processed efficiently and safely. The Merchant acknowledges that all customer payment information will be handled in accordance with relevant data protection laws.

  • Order Fulfillment Tools: The platform includes order tracking systems to help the Merchant manage and fulfill customer orders. The Merchant agrees to ship products on time and ensure delivery in accordance with customer expectations.

  • Customer Support Integration: The Merchant will have access to customer support features, including tools to manage customer inquiries, returns, and refunds. The Merchant agrees to respond to customer queries promptly and in a professional manner.

2.2 Service Limitations

The services provided under this Agreement are subject to certain limitations, including:

  • Service Availability: The Online Store services will be available to the Merchant on a 24/7 basis, except during scheduled maintenance periods. [Your Company Name] will make reasonable efforts to ensure that the service is operational with a minimum of [99.5]% uptime each month.

  • System Maintenance: [Your Company Name] may perform maintenance on the Online Store platform, including updates or improvements, that may result in temporary unavailability of certain features. The Merchant will be notified of any planned maintenance at least [48] hours in advance.

3. Merchant Obligations

3.1 Compliance

The Merchant agrees to comply with all applicable laws, regulations, and industry standards in relation to the operation of their Online Store. Specifically, the Merchant shall ensure that:

  • Legal Compliance: All products listed on the Online Store comply with local, national, and international laws, including consumer protection, intellectual property rights, and trade regulations. The Merchant shall ensure that no prohibited, restricted, or illegal items are sold through their Online Store.

  • Accurate Product Information: The Merchant will provide accurate and up-to-date information about their products, including detailed descriptions, prices, availability, and any other relevant information. The Merchant is responsible for any inaccuracies or misleading information.

  • Customer Safety: The Merchant will ensure that all products meet safety standards as required by law, and that any necessary warnings or labels are clearly provided.

3.2 Fees and Payments

The Merchant agrees to pay all Service Fees as described in Section [5]. The Merchant acknowledges the following:

  • Payment Method: The Merchant must maintain a valid and active payment method on file to ensure timely payment of Service Fees. The Merchant agrees to keep this information up to date.

  • Payment Defaults: If payment for Service Fees is not received within [15] days of the due date, [Your Company Name] reserves the right to suspend the Merchant’s access to the Online Store until the overdue fees are paid.

4. Term and Termination

4.1 Term

This Agreement shall commence on the date it is executed by both parties and shall continue for an initial term of [12] months, unless terminated earlier in accordance with the provisions of this section. The Agreement will automatically renew for successive renewal terms of [12] months, unless either party provides written notice of termination at least [30] days prior to the end of the then-current term.

4.2 Termination

Either party may terminate this Agreement as follows:

  • For Convenience: Either party may terminate this Agreement by providing [30] days’ written notice to the other party, without cause.

  • For Breach: [Your Company Name] may terminate this Agreement immediately if the Merchant breaches any of the terms, conditions, or obligations set forth in this Agreement. In such cases, the Merchant will remain liable for any outstanding Service Fees and other charges incurred before the termination date.

  • For Insolvency: If the Merchant becomes insolvent, files for bankruptcy, or otherwise ceases to operate, [Your Company Name] may terminate this Agreement immediately.

5. Fees and Payments

5.1 Fee Structure

The Merchant agrees to pay the following fees to [Your Company Name] for the services provided under this Agreement:

Fee Type

Amount

Due Date

Setup Fee

$200

Upon agreement execution

Monthly Subscription

$50 per month

1st of each month

Transaction Fee

2.5% per transaction

Upon transaction

  • Setup Fee: A one-time fee of $[200] will be charged to cover the initial setup of the Online Store, including configuration, customization, and any necessary technical support.

  • Monthly Subscription: The Merchant agrees to pay a monthly subscription fee of $[50] for access to the Online Store services. This fee is due on the [1st] of each month and will be billed automatically to the Merchant’s designated payment method.

  • Transaction Fee: A transaction fee of [2.5]% will be charged on each sale processed through the Online Store. This fee covers payment processing, security, and related services.

5.2 Payment Terms

The Merchant agrees to make payment in accordance with the terms outlined in this Agreement:

  • Payment Schedule: Payments for Service Fees are due within [15] days of the invoice date.

  • Late Payments: Any payments not received within the specified period will incur a late fee of [2]% of the outstanding amount for each month the payment remains overdue. If the Merchant fails to pay the fees within [60] days, [Your Company Name] reserves the right to suspend the Merchant’s Online Store access until the overdue fees are settled.

6. Intellectual Property

6.1 Ownership

[Your Company Name] retains all intellectual property rights to the Online Store platform, including the software, tools, documentation, and associated branding. This includes any modifications, updates, or enhancements made to the platform during the term of this Agreement.

6.2 Merchant Content

The Merchant retains ownership of all content uploaded to the Online Store, including product images, descriptions, and any other intellectual property. However, by listing content on the platform, the Merchant grants [Your Company Name] a non-exclusive, worldwide license to use, display, and distribute such content for the purpose of providing the Online Store services.

7. Data Protection and Privacy

7.1 Compliance

Both parties agree to comply with all applicable data protection laws and regulations, including the General Data Protection Regulation (GDPR) and other regional laws. [Your Company Name] will implement reasonable technical and organizational measures to ensure the security of customer data.

7.2 Merchant Responsibilities

The Merchant is responsible for ensuring that any customer data collected through the Online Store is processed, stored, and shared in compliance with applicable data protection laws. The Merchant agrees to use customer data only for the purposes necessary to fulfill orders and manage their Online Store operations.

8. Indemnification and Liability

8.1 Indemnification

The Merchant agrees to indemnify and hold [Your Company Name] harmless from any claims, losses, damages, or expenses arising from:

  • The Merchant’s breach of this Agreement.

  • Any product sold through the Online Store that violates intellectual property rights, safety regulations, or other applicable laws.

  • Any actions or negligence on the part of the Merchant or its employees.

8.2 Limitation of Liability

[Your Company Name] shall not be liable for:

  • Indirect, consequential, or punitive damages arising from the Merchant’s use of the Online Store services.

  • Loss of profits, business opportunities, or data caused by system outages, security breaches, or other technical issues.

  • Damages exceeding the total amount of Service Fees paid by the Merchant in the [6] months preceding the incident giving rise to the liability.

9. Dispute Resolution

9.1 Governing Law

This Agreement shall be governed by and construed in accordance with the laws of [State], without regard to its conflict of law principles.

9.2 Arbitration

Any disputes, claims, or controversies arising from or related to this Agreement will be resolved through binding arbitration conducted in [State]. Both parties agree to submit to the exclusive jurisdiction of the arbitrator.

10. Miscellaneous

10.1 Amendments

[Your Company Name] reserves the right to modify or amend this Agreement at any time. Any amendments or changes will be communicated to the Merchant at least [30] days in advance.

10.2 Entire Agreement

This Agreement represents the entire understanding between the parties and supersedes all prior agreements, representations, or understandings, whether written or oral. No additional terms or conditions will be valid unless agreed upon in writing by both parties.

Signed:

[Your Company Name]

Name: [Your Name]
Title:                               
Date:                               

[Merchant's Name]

Name:                              
Date:                              

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