Terms of Use

These Terms apply to your use of the MerchandAise marketplace at merchandaise.com, including all AI-assisted design tools and related services.

By creating an account, uploading User Content, using AI previews, or placing orders you agree to comply with these Terms.

These Terms work alongside our Privacy Policy and Terms of Sale. If those documents conflict with this agreement on their subject matter, they take precedence while mandatory consumer protections remain unaffected.

Key defined terms used in these Terms:

• "Account": the personal or business profile registered on the marketplace.
• "Buyer": a user who purchases products through the marketplace.
• "Supplier": a verified production or fulfillment partner offering sustainable products or services.
• "Designer": any user (including Buyers and Suppliers) who uploads, configures, or edits creative assets.
• "User Content": all text, logos, artworks, prompts, 3D models, videos, or feedback you upload or generate.
• "AI Tools": the real-time configurators, generative design features, and preview engines we provide.
• "Platform IP": MerchandAise software, models, interfaces, databases, and trademarks.
• "Sustainable Standards": environmental and ethical requirements communicated by Merchandaise.
• "DSA": the EU Digital Services Act (Regulation (EU) 2022/2065).
• "GDPR": the EU General Data Protection Regulation (Regulation (EU) 2016/679).

You must be at least 18 years old, or the legal age of majority in your country, to create an Account. Minors may only access the Platform with an Account owned by a parent or guardian who accepts these Terms.

Keep your registration information accurate and current. Provide business documentation (such as incorporation or VAT details) when requested.

Safeguard your credentials. You are responsible for all activity on your Account. Inform us immediately at security@merchandaise.com if you suspect unauthorized access.

We may suspend or deactivate Accounts that are compromised, inactive, fraudulent, or otherwise pose a risk to the Platform.

MerchandAise operates the marketplace and provides collaboration tools. Unless expressly stated, we are not the manufacturer of goods sold through the Platform.

The marketplace connects three primary user roles:

• Buyers enter into purchase contracts directly with the Supplier named in the order confirmation.
• Suppliers must comply with Sustainable Standards, provide accurate product data, and ensure timely fulfillment.
• Designers must confirm they hold the necessary rights to any assets they upload or generate.

We may assist with dispute resolution in good faith but do not guarantee any outcome.

Use the Platform in a lawful, respectful, and transparent manner.

Prohibited conduct includes:

• Uploading or sharing illegal, defamatory, harassing, discriminatory, or deceptive material.
• Infringing intellectual property, privacy, or publicity rights.
• Uploading malware, attempting to circumvent security, or interfering with site performance.
• Scraping, data mining, or using bots without our prior written consent.
• Misrepresenting identity, impersonating others, or engaging in fraudulent activity.
• Promoting counterfeit, unsafe, or non-sustainable products.

We may remove content, suspend access, or notify authorities when necessary to protect the Platform or comply with law.

Suppliers must substantiate eco-claims with verifiable certifications or documentation upon request.

Materials should prioritize organic, recycled, or otherwise sustainable inputs and comply with EU and Swiss consumer protection requirements.

Buyers agree to review sustainability disclosures before ordering and raise any concerns via support@merchandaise.com.

We conduct audits, sampling, and community reporting to uphold sustainability commitments and may suspend Suppliers who fall short.

AI Tools process prompts, logos, and design iterations to generate previews and production-ready files.

By using AI Tools you permit us to analyze inputs and outputs to operate, improve, and secure the services. We do not share your creative assets with third parties for their marketing without consent.

Avoid entering unnecessary personal data. When processing personal data, ensure you have a lawful basis under the GDPR and provide required notices.

AI outputs may need human review. You are responsible for verifying accuracy, compliance, and rights clearance before production.

We log AI activity to satisfy transparency duties under the DSA and to monitor misuse.

You retain ownership of your User Content. You grant MerchandAise and its Suppliers a worldwide, royalty-free, sublicensable license to store, reproduce, adapt, manufacture, display, and distribute User Content solely to provide services, fulfill orders, and deliver support.

When collaboration features are enabled, you grant other users a limited license to view shared User Content.

Suppliers confirm they have the right to use any assets provided by Buyers or Designers. Buyers confirm they have the right to incorporate logos or third-party IP into designs.

We reserve the right to remove or disable access to User Content that appears unlawful or violates these Terms. Repeat infringement may lead to permanent Account closure.

All Platform IP remains exclusively owned by MerchandAise. Do not copy, reverse engineer, or rebrand our software, models, or interfaces.

Order pricing, specifications, and delivery timelines appear in order confirmations and the Terms of Sale.

Buyers must review and approve digital proofs or configuration summaries before production starts. Production may begin automatically after the stated approval window.

Payments are processed by secure third-party providers. You authorize us to charge your selected payment method for confirmed orders, taxes, and applicable fees.

Suppliers must meet quality standards, provide tracking details, and honor return or remediation obligations described in the Terms of Sale.

Report suspected fraud or unauthorized activity immediately to security@merchandaise.com so we can take appropriate measures.

Share fair, constructive reviews based on genuine experiences. Do not post spam, irrelevant content, or incentivized feedback that has not been disclosed.

We may highlight feedback for marketing with attribution limited to a first name or business name unless you opt out.

Community areas are moderated in line with the DSA. We may remove harmful, misleading, or abusive content and may restrict repeat offenders.

We process personal data according to our Privacy Policy, the GDPR, the Swiss Federal Act on Data Protection, and relevant national laws.

Only upload personal data for which you have a lawful basis and have provided necessary notices. Account administrators are responsible for their team members' data.

Exercise data subject rights by contacting privacy@merchandaise.com. We respond within statutory timelines.

We use cookies and analytics to improve functionality. Review the Privacy Policy for opt-out mechanisms and preferences.

Report illegal content or policy violations via the in-platform reporting tool or by emailing dsa@merchandaise.com with sufficient detail to locate the material.

We assess notices promptly, remove or restrict access when appropriate, and notify affected users unless legally prohibited.

Appeal options are provided where required by the DSA or other applicable legislation.

The Platform integrates third-party payment, logistics, and analytics services. Their terms and privacy notices govern your use of those services.

We do not control third-party availability or security, but we will act on credible reports of risk or misuse affecting our users.

The Platform is provided on an "as is" and "as available" basis. We strive for accuracy and uptime but do not guarantee uninterrupted service or flawless AI outputs. Mandatory consumer rights remain unaffected.

To the extent allowed by law we disclaim implied warranties of merchantability, fitness for a particular purpose, non-infringement, and any warranties arising from course of dealing or usage of trade.

MerchandAise is not liable for indirect, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, or goodwill arising from Platform use, except where liability cannot be limited under applicable law.

Our aggregate liability for all claims under these Terms is limited to the higher of EUR 500 or the total fees you paid to us in the twelve months preceding the claim, unless mandatory law requires a higher amount.

You agree to indemnify and hold harmless MerchandAise, its affiliates, officers, employees, and partners from claims arising out of your breach of these Terms, infringement of third-party rights, or misuse of the Platform.

We will notify you of indemnified claims without undue delay and allow you to participate in the defense in coordination with us.

We may suspend or terminate Accounts for material breaches, fraudulent activity, legal requirements, or actions that threaten Platform integrity.

When reasonably possible we provide prior notice and an opportunity to remedy. Immediate suspension may occur when required to prevent harm or comply with law.

You may close your Account at any time via account settings. Outstanding payment obligations and sections intended to survive termination remain in force.

Contact support@merchandaise.com first so we can try to resolve issues informally.

Business users agree to attempt mediation under the rules of the German Institution of Arbitration (DIS). If mediation does not resolve the dispute within 60 days, the matter proceeds to binding arbitration with one arbitrator, seat in Munich, Germany, and English as the language.

EU and Swiss consumers may access the EU Online Dispute Resolution platform or local alternative dispute resolution bodies. Participation is voluntary unless mandatory law requires otherwise.

Nothing prevents you from seeking interim relief or filing claims with competent authorities where permitted by law.

These Terms are governed by the laws of the Federal Republic of Germany, excluding its conflict-of-law rules. Mandatory consumer protections of your residence still apply.

Exclusive forum for disputes with business users is Munich, Germany. Consumers may bring claims before courts in their country of residence or in Munich, as permitted by law.

For cross-border transactions involving Austrian suppliers, the parties may mutually agree to Austrian courts as an alternative venue.

We may update these Terms to reflect legal developments, new features, or security requirements.

Material updates are announced at least 14 days before they take effect via email or dashboard notifications, unless immediate changes are required by law or security needs.

Continued use of the Platform after the effective date constitutes acceptance of the revised Terms.

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force.

The invalid portion will be replaced with a valid clause that most closely reflects the parties' original intent.

These Terms, together with referenced Platform Policies, form the entire agreement between you and MerchandAise concerning Platform use.

The English version of these Terms prevails. Translations are provided for convenience and do not modify the meaning of the English text.

For general support, email support@merchandaise.com. Legal inquiries should go to legal@merchandaise.com. Data protection queries should be addressed to privacy@merchandaise.com.

Authorities may contact our DSA point of contact at compliance@merchandaise.com.

Mailing address: MerchandAise AG, Legal Department, Bahnhofstrasse 10, 8001 Zürich, Switzerland.