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Merchant Agreement

This Merchant 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 \[Date].
1. Overview

Local Direct is an online directory and e-commerce platform connecting consumers with high-quality, locally sourced food and products, with a primary focus on supporting small farms and local businesses throughout the United States.

2. Seller Account & Access

Local Direct shall provide Seller with a secure merchant dashboard account, including login credentials. Seller shall have full access to upload and manage product listings, pricing (including shipping), and inventory. Seller bears full responsibility for product accuracy, pricing, and inclusion of shipping costs. Local Direct provides a tax calculator, and applicable taxes will be collected at checkout from shoppers.

Seller is solely responsible for the prompt fulfillment and shipping of all orders. Local Direct does not handle physical shipments. Order notifications and payment confirmations will be sent to the Seller via email upon checkout completion. Seller must process and ship orders within 24 hours of receipt to ensure quality customer service.

3. Product Standards — The “Local Direct Standard”

Seller agrees that all listed products must comply with Local Direct’s quality and sourcing standards, known as the “Local Direct Standard.” This standard prohibits the inclusion of:

* Artificial dyes or ingredients
* Corn syrup (of any kind)
* Synthetic pesticides, fungicides, or herbicides
* Synthetic materials in clothing (e.g., polyester)

Non-compliance may result in immediate product removal, full refund to the customer, and potential termination of this Agreement. Repeated violations will be deemed a breach.

4. Membership & Payment Terms

Seller will receive three (3) months free during the LocalFoodDirect.com launch period.

A one-time setup fee of \$198 (launch special 50% off) will be reduced to \ $99 and collected at sign-up, covering the first three (3) months of service.

After this initial period, a recurring monthly fee of \$99 will be billed automatically to the Seller’s chosen payment method.

The monthly membership fee is guaranteed for one (1) year from the date of this Agreement.

5. Seller Responsibilities

Seller agrees to:

* Upload clear product images and accurate descriptions
* Include pricing that reflects shipping costs
* Specify the city and state of origin for each product
* Refrain from posting contact details, websites, social media handles, emails, or phone numbers
* Avoid publishing any explicit or controversial content
* Maintain professionalism across all product listings and communications
* Ensure the business remains legally registered and compliant with state regulations
* *Provide valid banking information for product payments from Local Direct*

6. Local Direct Responsibilities

Local Direct shall:

* Provide online marketing space and tools through LocalFoodDirect.com
* Maintain a user-friendly interface for Seller account management
* Offer email-based support for both shoppers and Sellers
* Resolve platform-related issues in a timely and professional manner
* *Issue full product payments to Sellers on the 1st and 16th of every month*

7. Cancellations

Seller may cancel this Agreement at any time after one (1) year from the effective date. If cancellation occurs before one (1) year, Seller must provide a 30-day written notice via email.

8. Dispute Resolution

In the event of a dispute with a shopper, Seller must respond within 24 hours of notification from Local Direct. For returned products, Seller must issue a return shipping label to Local Direct, who will forward it to the shopper. After receiving the returned item, Seller shall refund Local Direct within three (3) business days, allowing Local Direct to refund the shopper.

All disputes between the Seller and Local Direct shall be resolved through mediation or arbitration in Seminole County, Florida, in accordance with the rules of the American Arbitration Association (AAA).

9. Breach of Agreement

Local Direct reserves the right to cancel this Agreement and terminate Seller’s account under the following conditions:

* Nonpayment or failure to maintain valid billing information
* Repeated violations of the Local Direct Standard
* Failure to fulfill Seller duties
* Excessive customer complaints

Local Direct will provide written notice of any breach and offer an opportunity to remedy the issue prior to termination.

10. Governing Law

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

11. Electronic Execution

This Agreement may be executed and delivered electronically. Electronic signatures shall be deemed equivalent to original handwritten signatures and shall be valid and enforceable.

12. Acceptance

By signing below, Seller acknowledges that they have read, understood, and agreed to the terms of this Agreement.

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