Effective Date: Jan 1, 2025
This Vendor Enrollment Agreement (“Agreement”) is entered into between Era Tech LLC corporation, doing business as Engazly.com (“Engazly,” “we,” “us,” or “our”), and the individual or entity completing the registration process (“Vendor,” “you,” or “your”).
This Agreement governs your participation as a vendor on the Engazly.com marketplace platform (the “Platform”). By completing the registration process and clicking “I Agree,” you acknowledge that you have read, understood, and agree to be bound by all terms and conditions of this Agreement, our Privacy Policy, and any other policies incorporated herein by reference.
1. THE ENGAZLY PARTNERSHIP MODEL
Engazly provides a marketplace platform and comprehensive, collectively managed marketing services designed to drive sales for our vendors. Our model is based on the following principles:
• Platform Access: You receive full access to the Engazly Platform, including all vendor dashboard features and the Engazly Vendor Mobile App.
• Collective Marketing: We manage a marketplace-wide marketing program to attract customers, utilizing your products in our campaigns.
• Security & Commitment: Your participation is secured by a fully refundable credit balance, demonstrating a commitment to the partnership.
• Pay-for-Performance: You pay Engazly a single, blended commission only when a sale is made, deducted directly from your sales revenue.
2. VENDOR CREDIT BALANCE & PARTICIPATION TIERS
2.1. Initial Credit Balance: To activate your vendor account and participate in the collective marketing program, you agree to contribute an initial, refundable credit balance (“Credit Balance”). The required amount is based on your selected Participation Tier:
• Engazly Spark (1-10 Products): USD 599
• Engazly Growth (11-50 Products): USD 999
• Engazly Pro (51+ Products): USD 1,499
2.2. Purpose and Use of Credit Balance: You acknowledge that the Credit Balance serves as a security deposit. This balance is held by Engazly and will remain intact and will not be used for regular operational costs or marketing spend. Its primary purposes are: a) To secure your spot and grant access to the Platform’s features and collective marketing program. b) To be used by Engazly to cover costs for customer refunds in cases where a refund is deemed necessary under Engazly’s policies and the Vendor refuses or fails to fund it.
2.3. Recharging the Credit Balance: If Engazly utilizes any portion of your Credit Balance to cover a customer refund as described in section 2.2(b), you will be notified immediately. You are required to replenish the Credit Balance to its original full amount within 7 days of notification. Failure to do so will be considered a material breach of this Agreement and may result in the suspension or termination of your account.
2.4. Refund of Credit Balance: Upon termination of this Agreement, and provided there are no outstanding unresolved claims or required deductions as per section 2.3, Engazly will refund your full, original Credit Balance.
3. COMMISSIONS & PAYMENTS
3.1. Blended Marketplace Commission: For each product sold through the Platform, you agree to pay Engazly a single, blended commission (“Blended Commission”). This commission is calculated as a percentage of the Net Sales Value. The Net Sales Value is the final price paid by the customer for the product, excluding shipping charges paid by the customer and any applicable sales taxes collected by Engazly.
3.2. Commission Rate: The Blended Commission rate varies by product category and will be applied following the then-current Engazly Commission Rate Schedule, which is incorporated by reference into this Agreement.
3.3. Payment Processing: Customer payments are processed through third-party payment gateways. Payment processing fees are an operational cost to Engazly and are accounted for within the Blended Commission structure; they are not a separate charge to you.
3.4. Vendor Payouts & Commission Deduction: Engazly will remit to you the total Net Sales Value of your fulfilled orders less the applicable Blended Commission. Commissions are deducted from the sales proceeds at the time of payout. Your Credit Balance is not used for commission payments. Payouts will be made according to Engazly’s standard payout schedule and method.
4. VENDOR OBLIGATIONS
4.1. Account Information: You agree to provide and maintain accurate, current, and complete information for your account, including business and financial details.
4.2. Product Listings: You are solely responsible for the accuracy, legality, and quality of your product listings, including descriptions, images, pricing, and inventory levels. You warrant that you own or have the rights to sell the products you list.
4.3. Order Fulfillment: You are responsible for fulfilling all customer orders in a timely and professional manner, including proper packaging and shipping.
4.4. Customer Service & Returns: You will manage customer service for your products through the Platform’s tools. You agree to adhere to Engazly’s Return, Refund & Warranty Policy and to fund all approved refunds for your products promptly. You agree to clearly state any of your policies that provide additional benefits to the customer.
4.5. Compliance with Laws: You agree to comply with all applicable local, state, and federal laws and regulations, including those related to product safety, labeling, and consumer rights.
5. ENGAZLY’S ROLE & SERVICES
5.1. Platform Provision: We provide the technology platform, including the vendor dashboard and mobile app, for you to manage your store, products, and orders.
5.2. Marketing Services: We will manage marketplace-wide marketing and advertising campaigns intended to drive customer traffic and sales to the Platform as a whole. The costs for these campaigns are managed by Engazly and are supported by the overall business model, including the Blended Commissions.
5.3. Customer Payments: We will facilitate the processing of customer payments for purchases made on the Platform.
6. TERM & TERMINATION
6.1. Term: This Agreement begins on the Effective Date and continues on a month-to-month basis until terminated by either party.
6.2. Termination by Vendor: You may terminate this Agreement at any time by providing 30 days’ written notice to Engazly through your vendor dashboard or by contacting vendor support. Your store will be deactivated after the notice period, and your final payout and Credit Balance refund (as per section 2.4) will be processed.
6.3. Termination by Engazly: Engazly may terminate this Agreement or suspend your account at any time, with or without cause. This includes, but is not limited to, situations where your products consistently fail to generate sales, receive poor reviews, if you fail to replenish your Credit Balance after it is used, or if you violate any terms of this Agreement. In cases of non-performance, we will attempt to notify you to discuss potential issues before taking action.
7. INTELLECTUAL PROPERTY
7.1. Engazly IP: Engazly retains all rights, title, and interest in and to the Platform, its technology, and its brand.
7.2. Vendor IP: You retain all rights to your own product images, descriptions, and trademarks (“Vendor Content”). You grant Engazly a non-exclusive, worldwide, royalty-free license to use, display, reproduce, and distribute your Vendor Content in connection with operating and marketing the Platform.
8. DISCLAIMERS & LIMITATION OF LIABILITY
8.1. The Platform and its services are provided “as is” and “as available” without any warranties, express or implied.
8.2. Engazly does not guarantee any specific results, sales volumes, or profits from your use of the Platform or participation in the collective marketing program.
8.3. To the fullest extent permitted by law, Engazly’s total liability to you for all claims arising from this Agreement shall not exceed the total amount of commissions paid by you to Engazly in the six (6) months preceding the claim.
9. GOVERNING LAW & DISPUTE RESOLUTION
This Agreement shall be governed by and construed under the laws of the State of SC, without regard to its conflict of law principles. Any dispute arising from this Agreement shall be resolved through binding arbitration in Spartanburg, SC, under the rules of the American Arbitration Association.
10. ENTIRE AGREEMENT
This Agreement, including the Privacy Policy, Commission Rate Schedule, and any other policies incorporated by reference, constitutes the entire agreement between you and Engazly, superseding all prior agreements. We reserve the right to modify this Agreement at any time by posting the revised version on the Platform. Your continued use of the Platform after such changes constitutes your acceptance of the new terms.
By registering as a Vendor on Engazly.com you acknowledge that you are authorized to bind the Vendor to this Agreement and that you have read, understood, and agree to all its terms and conditions.