Vendor Terms and Conditions

CRAFTCHASER SERVICES

Services: CraftChaser provides a multi-vendor marketplace platform specifically for but not limited to businesses with the license 23 – Small Beer Manufacturer (“CraftChaser”). The online storefront provided allows vendors to sell their products using a built in transaction engine and payment processor. CraftChaser also provides proprietary delivery services for all partner vendors to ship online sales to consumers. Additionally, CraftChaser offers convenience features such as filtering, and other useful search features for the vendor’s products including, and not limited to, abandoned cart recovery, analytics, support, reporting, and shipping rate calculations. Basic marketing services to increase vendor brand awareness, reach, and market presence will also be offered in the service. This encompasses the service (“Service”).

Services Fees: The fee structure is set up for vendors to pay as they sell. Vendors will pay a flat fee for each order processed on the CraftChaser marketplace.

Vendor fee Structure:

Orders Below $15: Vendors pay $3 per order

Orders above $15: Vendors pay $4 per order and pay $2.50 per additional item

Vendors must agree to create a Stripe connected account when they sign up to sell with CraftChaser. Payments will be collected from vendors at the end of each week through their Stripe connected account.

Delivery costs will be incurred by the customers, not the vendors. Vendors will also have the option to purchase premium marketing and promotional content. Marketing fees will be determined based on the use case.

STRIPE SERVICES AGREEMENT

Payment processing services for sellers on craftchaser.com are provided by Stripe and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these terms or continuing to operate as a vendor on craftchaser.com, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to time. As a condition of CraftChaser enabling payment processing services through Stripe, you agree to provide CraftChaser accurate and complete information about you and your business, and you authorize CraftChaser to share it and transaction information related to your use of the payment processing services provided by Stripe.

See the Stripe Services Agreement for full details.

SERVICES AGREEMENT

This Services Agreement (“Agreement”) is entered into as of the checking of the terms and conditions box (the “Effective Date”) between CraftChaser with a place of business at 8180 Manitoba Street, Playa Del Rey CA, 90239, and the vendor wishing to utilize the Service. This Agreement allows CraftChaser to provide the Service described above and incorporates the Terms and Conditions listed in this document among other things such as warranty disclaimers, liability limitations and use limitations. Terms of the vendor fee structure are non negotiable during the CraftChaser Proof of Concept (“POC”). Fee structure will be negotiable once the POC concludes.

1. VENDOR SIGN UP AND SUPPORT

1.1 As part of the registration process, vendors will identify an administrative user name and password for the Vendor’s Company Account (“VCA”) that will be linked to craftchaser.com. CraftChaser reserves the right to refuse registration of, or cancel administrative user access to any submissions it deems inappropriate. CraftChaser reserves the right to put a hold or terminate Service to any VCA if payments are not received on time.

1.2 Subject to the terms hereof, CraftChaser will provide vendor with reasonable support services in accordance with the terms set forth in accordance with the CraftChaser standard practice.

2. RESTRICTIONS AND RESPONSIBILITIES

2.1 Vendors will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Service or any software, documentation or data related to the Service (“Software”); modify, translate, or create derivative works based on the Service or any Software (except to the extent expressly permitted by CraftChaser or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third party; or remove any proprietary notices or labels.

2.2 Further, Vendors may not remove or export from the United States or allow the export or re-export of the Service, Software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. As defined in FAR section 2.101, the Software and documentation are “commercial items” and according to DFAR section 252.227‑7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.”

2.3 Vendor represents, covenants, and warrants that the vendor will use the Service only in compliance with CraftChaser’s standard published policies then in effect (the “Policy”) and all applicable laws and regulations. Vendor hereby agrees to indemnify and hold harmless CraftChaser against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from the vendors use of the Service. Although CraftChaser has no obligation to monitor the vendor’s use of the Service, CraftChaser may do so and may prohibit any use of the the Service it believes may be (or alleged to be) in violation of the foregoing.

2.4 Vendors shall be responsible for maintaining any equipment needed to connect to, comply with, access, or otherwise use the Service. The equipment consists of but is not limited to means for a secure internet connection and access to a smartphone or computer (collectively, “Equipment”). Vendors shall also be responsible for meeting specific vendor requirements such as but not limited to, holding an active 23 – Small Beer Manufacturer’s license, be in good standing with their government issued license, holding liquor and general liability insurance for their products, and holding any necessary licenses and business permits that allow them to legally sell alcohol in California. Vendors shall also be responsible for maintaining the security of the Equipment, vendor marketplace account, VCA with Stripe, passwords (including but not limited to administrative and user passwords) and files, and for all uses of vendor account or the Equipment with or without vendor’s knowledge or consent.

  1. CRAFTCHASER PROMISE

3.1 CraftChaser agrees to provide the Service that is within compliance of the California State ABC laws, city and county regulations, and provide due diligence in all Service operations. CraftChaser Service has received state approval and operations will be conducted within the scope of the law.

3.2 Anyone who works for CraftChaser that handles vendor products will go through an ABC inspired training course. This course teaches alcohol selling guidelines, these guidelines include but are not limited to; proper age verification techniques, alcohol delivery best practices, systematic ABC inspired delivery method, CraftChaser business culture, and step by step instructions for all operations. Anyone who represents the CraftChaser name will have to meet specific criteria and go through a selective interview process before affiliating themselves with CraftChaser and any affiliate vendors.

4. CONFIDENTIALITY PROPRIETARY RIGHTS

4.1 Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of CraftChaser includes non-public information regarding features, functionality and performance of the Service. Proprietary Information of the vendor includes non-public data provided by the vendor to CraftChaser to enable the provision of the Service (“Vendor Data”). The Receiving Party agrees: (i) to take reasonable precautions to protect such Proprietary Information, and (ii) not to use (except in performance of the Service or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document (a) is or becomes generally available to the public, or (b) was in its possession or known by it prior to receipt from the Disclosing Party, or (c) was rightfully disclosed to it without restriction by a third party, or (d) was independently developed without use of any Proprietary Information of the Disclosing Party or (e) is required to be disclosed by law.

4.2 Notwithstanding anything to the contrary, CraftChaser shall have the right to collect and analyze data and other information relating to the provision, use and performance of various aspects of the Service and related systems and technologies (including, without limitation, information concerning Vendor Data and data derived therefrom), and CraftChaser will be free (during and after the term hereof) to (i) use such information and data to improve and enhance the Service and for other development, diagnostic and corrective purposes in connection with the Service and other CraftChaser offerings, and (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.

5. PAYMENT OF FEES

5.1 Vendor will pay CraftChaser the then applicable fees described in the Contract for the Service in accordance with the terms therein (the “Fees”). If the vendor’s use of the Service exceeds the listed Service description, negotiations can be discussed to determine pricing of exceeded Service. Vendor shall be charged based on the Fees and the vendor agrees to pay the Fees in the weekly manner provided herein. CraftChaser reserves the right to change the Fees or applicable charges and to institute new charges and Fees at the end of the Initial Service Term, which for these terms are the duration of the POC. If the vendor believes that CraftChaser has billed the vendor incorrectly, the vendor must contact CraftChaser no later than 60 days after the closing date on the first billing statement (billing statement will be sent through email for duration of POC)  in which the error or problem appeared, in order to receive an adjustment or credit. Inquiries should be directed to CraftChaser customer support department.

5.2 CraftChaser will bill vendors weekly through their Stripe VCA. A billing receipt will be sent to the vendors email address on file. Vendor agrees to provide CraftChaser with any necessary information needed to complete payments through Stripe and agrees to Stripe Terms and Conditions when setting up their VCA.

6. TERM AND TERMINATION

CraftChaser shall use reasonable efforts consistent with prevailing industry standards to maintain the Service in a manner which minimizes errors and interruptions in the Service and shall perform all Services in a professional and worklike manner. Service may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by CraftChaser or by third-party providers, or because of other causes beyond CraftChaser’s reasonable control, but CraftChaser shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. However, CraftChaser does not warrant that the Service will be uninterrupted or error free; nor does it make any warranty as to the results that may be obtained from use of the Services. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES AND IMPLEMENTATION SERVICES ARE PROVIDED “AS IS” AND CRAFTCHASER DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

7. LIMITATION OF LIABILITY

NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, CRAFTCHASER AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND CRAFTCHASER’S REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY THE VENDOR TO CRAFTCHASER FOR THE SERVICES UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT CRAFTCHASER HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

8. MISCELLANEOUS

If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by vendor except with CraftChaser’s prior written consent. CraftChaser may transfer and assign any of its rights and obligations under this Agreement without consent. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and the vendor does not have any authority of any kind to bind CraftChaser in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the State of California without regard to its conflict of laws provisions.