Fresh Fruits

This Merchant Membership Agreement (“Agreement”) is entered into by and between Local Direct LLC,
a Florida limited liability company doing business as Local Direct and LocalFoodDirect.com (hereinafter
referred to as “Local Direct”), and the undersigned merchant (hereinafter referred to as “Seller”),
collectively referred to as the “Parties,” and is effective as of the date of electronic acceptance.

1. Overview
Local Direct operates an online directory and e-commerce platform connecting consumers with
high-quality, locally sourced food and products. The platform’s mission is to support small farms and
local businesses throughout the United States.

2. Seller Account & Access
Local Direct shall provide Seller with a secure merchant dashboard to upload and manage product
listings, pricing (including shipping), and inventory. Seller is solely responsible for product accuracy,
pricing, inclusion of shipping costs, and prompt order fulfillment.

3. Product Standards — The Local Direct Standard
All products listed must comply with the Local Direct Standard. Prohibited items include artificial dyes,
corn syrup, synthetic pesticides, synthetic clothing materials, and animal products not aligned with
species-appropriate nutrition and humane practices.

4. Membership & Payment Terms
Seller will receive a launch-period promotional trial, after which membership will continue at the
applicable monthly rate. All membership fees are billed automatically and are non-refundable except as
required by law.

5. Seller Responsibilities
Sellers must maintain compliance with the Local Direct Standard, upload accurate product information,
provide valid banking details for payouts, and operate in accordance with all applicable laws and
regulations.

6. Local Direct Responsibilities
Local Direct will maintain the platform, provide customer and seller support, issue payouts twice
monthly, and take commercially reasonable steps to promote the platform and its Sellers.

7. Acknowledgements
Seller acknowledges Local Direct may utilize branded shipping materials and reserves the right to hold
funds in compliance with applicable laws. Any accrued interest on held funds may be retained by Local
Direct.

8. Cancellations
Seller may cancel membership after the first year with 30 days’ written notice. Early cancellations
before one year are subject to the terms of this Agreement.

9. Dispute Resolution
Disputes with customers must be handled promptly by Sellers. Disputes with Local Direct shall be
resolved through binding arbitration in Seminole County, Florida under the rules of the American
Arbitration Association (AAA).

10. Breach of Agreement
Local Direct may suspend or terminate this Agreement for non-payment, violation of the Local Direct
Standard, failure to fulfill Seller responsibilities, or repeated customer complaints.

11. Amendments
Local Direct reserves the right to update, amend, or modify this Membership Agreement at any time, in
its sole discretion. Any such changes will be effective immediately upon posting to the
LocalFoodDirect.com platform or upon written notice to the Seller. Continued participation as a Seller
following such changes constitutes acceptance of the revised Agreement.

12. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of the State of Florida,
without regard to its conflict-of-law principles.

13. Electronic Execution
This Agreement may be executed electronically. Electronic acceptance, including clicking acceptance
boxes or electronic signatures, shall have the same legal effect as handwritten signatures.

14. Acceptance
By electronically accepting, Seller acknowledges that they have read, understood, and agree to all
terms and conditions of this Merchant Membership Agreement.