Seller Supplemental Terms

Seller Fee Schedule

This Seller Fee Schedule is part of the Seller Terms of Service, forming part of your Terms (as defined in the Seller Terms of Service). Words that are defined in the Terms but not in this Fee Schedule have the meaning given in the Terms. This Fee Schedule is subject to change effective upon its updating, with or without notice to you.

In addition to any fees or other amounts owed by you under any Supplemental Terms or otherwise, you are subject to the following fees for your use of the Marketplace and other Services:

1. Marketplace License Fee – As a courtesy for first joining our Marketplace, you will be eligible to receive an initial six-month waiver* of our Marketplace License Fees upon onboarding your store on the Marketplace.

Following that six-month period, you will be charged a monthly Marketplace Licensing Fee based on your Seller Plan:

1. Elite Service Suite - $297.00 per month

1. Pro Service Suite - $97.00 per month

1. Startup - $39.00 per month

*The six-month licensing fee waiver is only available to new/first-time Sellers, with only one waiver per business or household. TFM retains discretion to determine your eligibility. This waiver is a Promotion and may end at any time.

1. Referral Fee – You will be charged a Referral Fee as a percentage of the sales price and shipping and handling for each sale you transact on the Marketplace. Each Referral Fee's percentage depends on how quickly you ship the product measured from the time the order is placed on the Marketplace through our receipt of shipment confirmation:

1. Shipped within 24 hours = 13%;

1. Shipped after than 24 hours within 48 hours = 15%; or

1. Shipped after 48 hours = 17%.

1. Promotional Fees – TFM charges two types of Promotional Fees to help you drive traffic to your products and store. Your actions may affect whether you incur Promotional Fees and their amount.

1. Partner Commissions – TFM pays commissions to Partners on their Attributed Purchases at the rate of 5% of the sales price, excluding shipping and handling and sales and use taxes. You are not charged a Promotional Fee for these commissions. However, the Marketplace allows you to increase the commission percentage paid to Partners on Attributed Purchases on a product-by-product basis, which may help you drive traffic to your products and store. Any increased commissions paid on Attributed Purchases at your request will be charged to you as Promotional Fees.

1. Increased Talents – TFM ordinarily credits Talents to Members on their purchases at the rate of 1% of the sales price (with each Talent worth $1.00), excluding shipping and handling and sales and use taxes. "Autoship & Save" orders earn Talents at an increased crediting rate determined by TFM, and TFM may increase the Talent crediting rate for promotional or other purposes on a product-by-product or other basis, in its discretion. The Marketplace also allows you to increase the Talent crediting rate on a product-by-product basis. The value of Talents credited on purchases above the standard 1% crediting rate will be charged to you as Promotional Fees, unless TFM determines otherwise. Please see the Truly Free XChange Supplemental Terms for information on Talents.

1. Merchant Transaction and Processing Fees – These fees apply to amounts paid via credit or debit card, Apple Pay, Google Pay, or a similar form of payment determined in TFM's discretion. The Merchant Transaction Fee is $0.30 per transaction. The Merchant Processing Fee is 2.9% of the total amount charged, including sales price, shipping and handling, and sales and use taxes.

The Merchant Transaction and Processing Fees do not apply to amounts paid with Talents. Please see the Truly Free XChange Supplemental Terms for information on payments via Talents.

1. Marketplace XChange Fee** – 1% of sales price and shipping and handling

** The Truly Free Xchange is a unique Service feature of the Marketplace. It is an incentive program for Members providing Talents, which are non-fungible tokens, that can be used to purchase products on the Marketplace. The Truly Free Xchange is funded by Sellers through this Marketplace Xchange Fee. Please see the Truly Free Xchange section of the Seller Terms of Service for more information on the Truly Free XChange.

1. Automatic clearing house ("ACH") Fees – Amounts paid or refunded via ACH are subject to a transaction fee of $0.10 plus a percentage fee equal to 2.5% of total payment or refund amount.

1. Refund Fees – TFM collects Refund Fees on your refunds at the rate of 1.5% of the total refund charge to the Seller. TFM also charges a 10% markup on return shipping labels charged to a Seller for a return. The amounts charged to the Seller for refunds are as further described in the Terms.

Prohibited and Restricted Products Policy

You agree not to list, promote, offer for sale, or sell any products, product information, or packaging on the Marketplace or other Services that contain or feature:[LGL1]

  1. Obscene, offensive, vulgar, or defamatory content, including
    • Sexually explicit / adult content or products;
    • Violence, tragedy, harrassment, or hate;
    • Divisive politics;
    • Intolerance, threats, racism, bigotry, or discrimination; or
    • Inappropriate language or conduct, including trolling or bullying;
  2. Human remains and mortuary products;
  3. Animal products or products involving or likely to lead to human or animal cruelty, harm, or trafficking;
  4. Alcohol, tobacco, drugs, drug paraphernalia, medical drugs, and medical devices;
  5. Firearms, ammunition, other weapons, fireworks, or explosives;
  6. Hazardous materials or recalled items;
  7. Products containing THC, CBD, or other regulated substance (including internationally regulated items);
  8. Illegal items or items promoting illegal activity, including lock-picking and theft devices;
  9. Gambling devices;
  10. Secondhand products (unless subject to prior written approval);
  11. Vehicles or automative parts (unless subject to prior written approval);
  12. Any services (unless subject to prior written approval);
  13. Products on our Excluded Products
  14. Any other product that we may prohibit from time to time, in our sole discretion

Prohibited Uses and Security Restrictions

You agree that you will not misuse the Services, including by engaging in any of the following:

  1. Accessing, tampering with, or using non-public areas of the Marketplace or other Services or the technical delivery systems of the Marketplace or other Services;
  2. Attempting to decipher, decompile, disassemble, reverse engineer, avoid, bypass, remove, deactivate, impair, descramble probe, scan, test, breach, or otherwise circumvent any technological or security measure implemented by us or others to protect or provide the Services;
  3. Attempting to access or search the Services through the use of any engine, software, tool, agent, device, or mechanism (including: spiders, robots, crawlers, scrapers, data mining tools, or the like) other than tools that access or search the Services through software or search agents provided by TFM, its Services, or other generally available third-party web browsers;
  4. Forging any transmission control protocol packet or header, intellectual property packet or header, or any part of the header information in any email or newsgroup posting, or in any way using the Services to send altered or deceptive information;
  5. Interfering with, or attempting to interfere with, the access of any user, host, or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing, junk mailing, unauthorized advertising, or any form of solicitation via the Services; or
  6. Collecting or storing any personally identifiable information from the Services from other users of the Services without their express prior permission or in a way that violates our Privacy Policies.

Truly Free Accelerator Terms of Service

Welcome to the Truly Free Accelerator, hosted by the Truly Free Market! We are excited to have you as a part of our cohort and thriving online community.

Please review our Truly Free Accelerator Supplemental Terms of Service below, which will apply to your purchase and participation in the Truly Free Accelerator (the "Service"). These Supplemental Terms of Service are "Supplemental Terms" under and subject to your other terms of service with us (collectively, these "Terms"). By participating in the Truly Free Accelerator, you are agreeing to these Terms on behalf of yourself or the business you represent, all affiliates of you or that business, and anyone who uses the Marketplace or any Service under your account ("you" or "your"). You may also be required to execute a separate acceptance of these Terms, but that is not required as a condition to their effectiveness. Capitalized terms that are not separately defined in these Supplemental Terms of Service have the meaning give in your other terms of service with us.

TRULY FREE ACCELERATOR SUPPLEMENTAL TERMS OF SERVICE

Truly Free Market, Inc., a Delaware corporation ("TFM" "we" "our" or "us"), offers the Truly Free Accelerator as our educational and training Service for our Sellers and Partners. The Service is designed to teach you proven strategies to achieve sustainable growth on our Marketplace.

The Service includes the following online services:

  1. Access to 30+ tactical training videos;
  2. Six-part live master class series taught;
  3. Two-day live business strategy workshop taught; and
  4. One 30-minute, one-on-one product strategy consultation.

You agree to engage actively and respectfully in all components of the Service with an open mind and eagerness to learn and grow your business. We will schedule and may reschedule each component of the Service in our discretion by notice to you.

The fee for the Truly Free Accelerator is $997 (the "TFA Fee"), which you may pay by credit card or ACH in a single lump sum or in three monthly installments of $397. You authorize us to charge your credit card or debit your bank account for these fees, including for subsequent installments. You agree not to initiate or attempt a "charge-back" or stop payment from your credit card company or financial institution.

Sellers are eligible for a "double your money-back guaranty." If engage in all nine live components of the Service, watch a majority of the training videos, and do everything that the Truly Free Accelerator teaches and recommends, but do not collect at least $997 of gross revenue in your Seller Account on our Marketplace within one year, we will cancel any unpaid TFA Fee installments and credit your Marketplace Account with twice the amount of TFA Fees that you paid to us for the Truly Free Accelerator (not to exceed $1,994). This guaranty does not apply to Partners who are not Sellers, whose TFA Fees are non-refundable.

Our Intellectual Property and Other Rights

We grant you a limited, non-exclusive, non-transferable, non-sublicensable, and revocable license to use the ideas, concepts, and strategies taught to you through this Service for purposes of increasing your sales and commissions through our Marketplace (your "license"), but for no other purpose. You may teach what you learn to others involved in your business for this purpose.

You agree that we exclusively own our Content and that it is confidential and proprietary. You agree not to use our Content except as authorized by your license above, and that you will not disclose it to others who are not involved in your business. You are responsible for any unauthorized disclosure of our Content by you or by anyone to whom you disclose it. Our "Content" includes all slides, materials, documents, text, statements, examples, resources, layouts, graphics, images, videos, live streams, data, other information, and other intellectual property that that we disclose to you in the course of performing the Service.

If you provide suggestions, comments, ideas, improvements, or other feedback or materials to us in connection with or related to the Service, you agree that we are free to use, disclose, reproduce, modify, license, transfer and otherwise exploit it for our benefit, without owing any royalty or other obligations to you.

Disclaimers and Limitation of Liability

We will not be liable for any delay or failure to perform any of our obligations under these Terms by reasons, events, or other matters beyond our reasonable control.

We make no promises or warranties that you will increase your sales or commissions or recognize other success as a result of the Service. RESULTS WILL VARY. ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED.

WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OF PROFIT, REVENUE, BUSINESS, OR PUNITIVE, CONSEQUENTIAL, INCIDENTAL, OR TREBLE DAMAGES. OUR AGGREGATE LIABILITY IN CONNECTION WITH THESE TERMS IS TWICE YOUR TFA FEE.

BY USING THE SERVICE, YOU AGREE TO THE FOREGOING.

$49 per New Customer Promotion Supplemental Terms of Services

We are excited to offer our Sellers a special promotional opportunity to earn $49 Per New Customer from September 1, 2024 through November 30, 2024 (the "Promotion").

Please review these Supplemental Terms of Service for this Promotion. These are "Supplemental Terms" under and subject to your Seller Terms of Service with us (collectively, these "Terms"). By participating in or receiving any benefit of the Promotion, you are agreeing to these Terms on behalf of yourself or the business you represent, all affiliates of you or that business, and anyone who uses the Marketplace or any Service under your account ("you" or "your"). You may also be required to execute a separate acceptance of these Terms, but that is not required as a condition to their effectiveness. Capitalized terms that are not separately defined in these Supplemental Terms of Service have the meaning give in your Seller Terms of Service with us.

SUPPLEMENTAL TERMS FOR THE $49 PER NEW CUSTOMER PROMOTION

Truly Free Market, Inc., a Delaware corporation ("TFM" "we" "our" or "us"), is providing the following Promotion to our Sellers for a limited time.

  1. We will credit your Seller Account with US$49.00 for each New Customer to whom you sell a product on the Marketplace during the period from September 1, 2024 through November 30, 2024 (the "Promotion Period").
  2. The credit will be eligible for remittance to you with the initial remittance of the Net Sales Proceeds from your first sale to that New Customer, subject to all limitations and other provisions of the Terms to the same extent as Net Sales Proceeds. The Promotion credit will be included in the return charge to you should the New Customer return the product that triggers the Promotion credit.
  3. A "New Customer" is a Member who both (1) first registers on the Marketplace during the Promotion Period, and (2) whose first purchase on the Marketplace as a Member is the purchase of your product that triggers the $49.00 Promotion credit. A person who was (or who represents a business or is a member of a household who was) previously registered as a Member or who previously purchased a product on the Marketplace is not a New Customer, unless we determine otherwise. We also reserve discretion to determine that a Member does not qualify as a New Customer or that a Promotion credit is not otherwise appropriate in other circumstances, such as if we determine that steps were taken to circumvent the restrictions on eligibility or to otherwise unfairly take advantage of this Promotion.
  4. We may terminate or modify this Promotion at any time, including by shortening or extending the Promotion Period or ending the Promotion early, with or without notice to you.

Disclaimers and Limitation of Liability

We will not be liable for any delay or failure to perform any of our obligations under these Terms by reasons, events, or other matters beyond our reasonable control.

We make no promises or warranties that you will gain New Customers or increase your sales or commissions or recognize other success as a result of the Promotion. RESULTS WILL VARY. ALL WARRANTIES, EXPRESS OR IMPLIED, ARE DISCLAIMED.

WE WILL NOT BE LIABLE TO YOU OR ANY OTHER PERSON FOR ANY LOSS OF PROFIT, REVENUE, BUSINESS, OR PUNITIVE, CONSEQUENTIAL, INCIDENTAL, OR TREBLE DAMAGES. OUR AGGREGATE LIABILITY IN CONNECTION WITH THESE TERMS IS LIMITED TO THE PROMOTION CREDITS THAT YOU HAVE BEEN CREDITED UNDER THIS PROMOTION.

BY PARTICIPATING IN OR DEMANDING OR RECEIVING ANY BENEFIT OF THE PROMOTION, YOU AGREE TO THE FOREGOING.