These Terms of Service and End User License Agreement (the “Terms”) are a legally binding agreement between you and Abaco Business Investments LLC, a Florida limited liability company and operator of Merch It Now (“Merch It Now,” “we,” “us,” or “our”). These Terms govern access to and use of the Merch It Now website, software platform, storefronts, applications, AI features, integrations, payment functionality, and related services (collectively, the “Services”).
By creating an account, clicking to accept, accessing or using the Services, connecting a third-party service, or purchasing AI Credits, you accept these Terms. If you use the Services for a company or organization, you represent that you have authority to bind it, and “you” includes that entity and its authorized users. If you do not agree, do not use the Services.
1.The Merch It Now Platform
Merch It Now is a business software platform that enables users to create and operate merchandise programs, online stores, organization stores, and related ecommerce activities. Features may include storefronts, products, mockups, orders, customers, organizations, vouchers, allowances, payments, refunds, suppliers, shipping, reporting, artificial intelligence tools, and third-party integrations. Features may be added, modified, limited, or discontinued from time to time.
2.Eligibility and Business Use
You must be legally capable of entering into a binding agreement. The Services are intended primarily for legitimate business and organizational use. You represent that all information you provide is accurate; you are authorized to operate the associated business or organization; you will comply with applicable laws; and, if acting for an entity, you have authority to bind it. We may request information reasonably necessary to verify identity, authority, business status, or eligibility.
3.Accounts and Authorized Users
You are responsible for your account and all activity conducted through it, including maintaining accurate information, safeguarding credentials, controlling user access and permissions, removing access when no longer authorized, and promptly reporting suspected compromise. You are responsible for acts and omissions of authorized users. Credentials may not be shared to evade security or access controls.
4.Limited License
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Services for your legitimate internal business purposes. The Services are licensed, not sold. You may not copy the underlying software; reverse engineer or derive source code except where law prohibits restriction; circumvent security; gain unauthorized access; interfere with operation; introduce malicious code; overload or scrape the Services; resell access without authorization; misrepresent affiliation; or use unauthorized extraction or copying to build or assist a competing service.
5.Platform Fees
Merch It Now generally charges a platform fee on transactions processed through or facilitated by the Services and does not require a recurring software subscription unless expressly agreed in writing. The applicable fee will be disclosed during onboarding, configuration, payment setup, or within the Services and may vary by transaction type, payment method, country, merchant arrangement, negotiated terms, or functionality. You authorize us and applicable payment partners to calculate, collect, deduct, or facilitate payment of these fees where supported. Platform fees are separate from third-party processing, banking, shipping, supplier, and other charges. We may change standard fees prospectively on reasonable notice; negotiated written pricing controls where applicable.
6.Taxes
You are responsible for identifying, collecting, reporting, and paying taxes applicable to your business, products, sales, customers, and transactions unless we expressly agree otherwise in writing. Any tax tools are software functionality, not tax advice, and you remain responsible for correct tax treatment.
7.Payment Processing and Paystri
The Services may integrate with payment processors and merchant-service providers, including Paystri. Payment services may require separate applications, underwriting, identity verification, banking details, and provider agreements. A provider may independently approve or reject an application, require reserves, delay or withhold settlement, investigate transactions, handle disputes and chargebacks, restrict industries, or suspend services. Such decisions may be outside our control. You must comply with provider terms, network rules, and law.
8.Merchant of Record and Customer Transactions
Unless expressly stated otherwise, you, not Merch It Now, are the seller and merchant of record for products offered through your storefront. Each sale is between you and your customer. You are responsible for descriptions, prices, taxes, product safety and legality, shipping, fulfillment, returns, refunds, customer service, warranties, delivery, disputes, and all representations made to customers.
9.Refunds, Chargebacks, and Negative Balances
You must establish and honor lawful return and refund policies. Processor and network rules may apply. Unless law or a written agreement requires otherwise, platform, processing, or facilitation fees already incurred need not be refunded when a sale is refunded, reversed, disputed, or charged back. You remain responsible for refunds, chargebacks, disputes, negative balances, fines, assessments, and transaction-related liabilities attributable to your account, and authorize recovery or setoff where permitted by applicable provider agreements and law.
10.Artificial Intelligence Features
The Services may offer AI-assisted descriptions, marketing content, image modification, mockup generation or enhancement, and similar functionality. Certain features may require separately purchased AI Credits. AI functionality may rely on independent providers and may change or become unavailable.
11.AI Credits
AI Credits are limited digital usage entitlements for designated AI functions. We may prospectively change credit prices, packages, feature costs, and limits. Credits have no cash value, are not legal tender, may not be transferred between unrelated accounts unless expressly allowed, are usable only within Merch It Now, and are non-refundable once purchased except as required by law or expressly stated. Credits may expire only if an expiration rule was clearly disclosed at purchase. Buying credits does not guarantee a particular result.
12.AI Inputs and Outputs
You are responsible for all prompts, files, images, instructions, and other AI inputs and must have the rights necessary to provide them. AI outputs may be inaccurate, incomplete, inappropriate, non-unique, or similar to third-party material. You must review outputs before publishing, printing, manufacturing, selling, or relying on them. We do not guarantee accuracy, uniqueness, fitness, legality, non-infringement, or commercial results. To the extent permitted by law and subject to third-party rights, you may use outputs generated for you; no ownership in the underlying AI models, Services, or technology is transferred.
13.Your Content
You retain ownership of content you upload, submit, or create, subject to third-party rights. You grant Abaco Business Investments LLC and its service providers a non-exclusive, worldwide, royalty-free license to host, store, process, reproduce, display, technically modify, transmit, and otherwise use Your Content only as reasonably necessary to operate, secure, support, improve, and provide the Services and requested functionality. You represent that you possess all required rights, permissions, consents, and lawful bases.
14.Intellectual Property and Publicity Rights
You may not upload, sell, print, reproduce, distribute, or use material that infringes copyrights, trademarks, patents, trade dress, publicity, privacy, or other rights. This includes unauthorized artwork, photos, logos, brands, characters, sports branding, celebrity likenesses, and designs. You are responsible for licenses and permissions. We may remove or disable suspected infringing material and terminate repeat infringers. Notices should be sent to support@merchitnow.com with identification of the work, the allegedly infringing material and location, contact information, a good-faith statement, an accuracy and authority statement under penalty of perjury, and a physical or electronic signature.
15.Prohibited Products, Content, and Conduct
You may not use the Services for unlawful, fraudulent, deceptive, harmful, or abusive purposes. Prohibited items include illegal, stolen, counterfeit, regulated-without-authorization, or payment-network-prohibited products; child sexual abuse or exploitation material; pornography or sexually explicit content; non-consensual intimate content; unlawful threats, harassment, hate, violence, terrorism, or criminal promotion; infringing content; malware, phishing, scams, trafficking, weapons or controlled substances where prohibited; and content or conduct violating law or another person's rights. You may not evade sanctions, export controls, age restrictions, licensing rules, or provider policies. We may maintain and update additional acceptable-use restrictions required by law, payment partners, suppliers, or technology providers.
16.Moderation and Enforcement
We are not obligated to pre-screen all content or products, but may investigate, refuse, remove, restrict, preserve, or disclose material and suspend functionality where reasonably necessary to enforce these Terms, comply with law or provider requirements, protect persons or systems, or address suspected fraud or infringement. Enforcement does not make us the seller or publisher of Your Content.
17.Customer-Submitted Artwork
If customers upload artwork, logos, photos, personalization, or other material through your storefront, you are responsible for deciding whether to accept, use, print, manufacture, or fulfill it. Merch It Now supplies technical tools and does not verify ownership, consent, accuracy, safety, or legality of each submission.
18.Organization Programs, Vouchers, and Allowances
You are responsible for accurate eligibility, balances, funding, expiration, product restrictions, participant data, and program rules. Unless expressly stated, vouchers, allowances, subsidies, and similar features are purchasing-authorization mechanisms, not bank accounts, deposits, payment instruments, or general-purpose stored value. You must honor commitments made to sponsoring organizations and participants.
19.QuickBooks Online
The optional QuickBooks Online integration may send customers, invoices, payments, refunds, and related transaction data from Merch It Now to your QuickBooks company. Limited requests may check whether corresponding records exist, maintain associations, prevent duplicates, and confirm synchronization. Merch It Now does not use the integration to import your broader accounting records. You authorize the connection, remain responsible for reviewing exported records and accounting treatment, and acknowledge that we do not provide accounting, tax, financial, bookkeeping, or legal advice. QuickBooks use is subject to Intuit's terms.
20.Third-Party Services
The Services may connect with payment, accounting, supplier, shipping, fulfillment, analytics, AI, and other independent providers. Their services are governed by their own terms and privacy policies. We are not responsible for their availability, performance, security, acts, omissions, policies, or decisions. We may modify or discontinue an integration when its provider changes APIs, access, pricing, requirements, or services.
21.Suppliers and Product Data
Supplier-provided product descriptions, images, pricing, inventory, specifications, and availability may be delayed, inaccurate, changed, or unavailable. You must confirm material information and fulfillment requirements before making customer commitments.
22.Availability and Maintenance
We aim to provide reliable Services but do not guarantee uninterrupted or error-free operation. Maintenance, updates, internet or infrastructure failures, security incidents, provider outages, force majeure events, and other circumstances may cause downtime. We may perform scheduled or emergency maintenance and implement reasonable usage, storage, rate, or technical limits.
23.Support and Changes
Support channels and response times may vary and are not guaranteed unless agreed in writing. We may add, modify, replace, or discontinue functionality for technical, security, legal, commercial, or operational reasons. No feature, integration, supplier, or workflow is guaranteed to remain available indefinitely.
24.Suspension and Termination
We may suspend, restrict, or terminate access if we reasonably believe you violated these Terms or law; created fraud, security, legal, reputational, or financial risk; abused users, staff, or systems; or if a necessary provider or authority requires action. We may act immediately for serious violations and, when appropriate and practicable, give notice and an opportunity to cure. You may stop using the Services at any time. Termination does not extinguish accrued fees, liabilities, payment obligations, or provisions intended to survive.
25.Data After Termination
You are responsible for exporting needed information before closure where export is available. Following termination, we may delete data or retain it as described in our Privacy Policy and as reasonably necessary for transactions, legal compliance, accounting, tax, fraud prevention, security, disputes, chargebacks, backups, and legitimate records. We do not guarantee indefinite access after termination.
26.Privacy and Security
Our processing of personal information is described in the Merch It Now Privacy Policy available at merchitnow.com. You must provide legally required notices and obtain permissions for information you submit. We use reasonable administrative, technical, and organizational safeguards, but no system is completely secure. You must maintain appropriate endpoint, account, and credential security and promptly report suspected compromise.
27.Confidentiality
Each party may receive non-public information designated confidential or reasonably understood to be confidential. The receiving party will use reasonable care, use it only for the relationship, and disclose it only to personnel and providers who need it and are bound to protect it. Exclusions include information lawfully public, previously known without restriction, independently developed, or lawfully received without restriction. Legally compelled disclosure is permitted, with notice where lawful.
28.Feedback
If you provide ideas, suggestions, enhancement requests, or other feedback, you grant us a perpetual, worldwide, irrevocable, royalty-free right to use and commercialize it without restriction or compensation. This does not transfer ownership of your underlying confidential business information or Your Content.
29.Merch It Now Intellectual Property
The Services, software, documentation, interfaces, technology, workflows, designs, branding, and proprietary materials belong to Abaco Business Investments LLC or its licensors and are protected by law. Except for the limited license in these Terms, no ownership or implied license is granted. Merch It Now names and logos may not be used without permission.
30.Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES, INTEGRATIONS, AI FEATURES, SUPPLIER DATA, AND ALL RELATED MATERIALS ARE PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM EXPRESS, IMPLIED, AND STATUTORY WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE. WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION; ACCURATE AI OR THIRD-PARTY OUTPUTS; CONTINUED INTEGRATIONS; SALES OR PROFITS; OR SATISFACTION OF EVERY BUSINESS, ACCOUNTING, TAX, OR LEGAL REQUIREMENT. NON-WAIVABLE RIGHTS REMAIN UNAFFECTED.
31.Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY LAW, ABACO BUSINESS INVESTMENTS LLC, MERCH IT NOW, AND THEIR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, CONTRACTORS, LICENSORS, AND AGENTS WILL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE, OR CONSEQUENTIAL DAMAGES, OR LOST PROFITS, REVENUE, BUSINESS, GOODWILL, OPPORTUNITY, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY. THEIR TOTAL AGGREGATE LIABILITY ARISING OUT OF THESE TERMS OR THE SERVICES WILL NOT EXCEED THE GREATER OF (A) PLATFORM FEES AND AI CREDIT PURCHASES ACTUALLY PAID TO MERCH IT NOW BY YOU DURING THE SIX MONTHS BEFORE THE EVENT GIVING RISE TO THE CLAIM OR (B) US $100. THESE LIMITS APPLY TO ALL THEORIES AND MULTIPLE CLAIMS DO NOT ENLARGE THE CAP. THEY DO NOT APPLY WHERE LIABILITY CANNOT LAWFULLY BE LIMITED.
32.Indemnification
To the extent permitted by law, you will defend, indemnify, and hold harmless Abaco Business Investments LLC, Merch It Now, and their affiliates, officers, directors, employees, contractors, and agents from third-party claims, damages, judgments, liabilities, penalties, losses, and reasonable attorneys' fees arising from your products, storefront, Content, customer-submitted material you use, transactions, taxes, infringement, unlawful conduct, breach of these Terms, failure to fulfill orders, product liability, privacy violations, or disputes with customers. We may control the defense with counsel of our choice; you will cooperate and may not settle a claim imposing liability or admissions on an indemnified party without written consent.
33.Changes to These Terms
We may update these Terms by posting a revised version and changing the Last Updated date. For material changes affecting existing users, we may give notice through the Services, email, or another reasonable method. Changes apply prospectively. Continued use after the effective date constitutes acceptance to the extent permitted by law. If you reject revised Terms, your remedy is to stop using the Services before they take effect.
34.Electronic Communications and Signatures
You consent to electronic agreements, disclosures, notices, records, and communications through email, the platform, or other electronic means. Electronic acceptance and signatures have the same effect as handwritten signatures where permitted by law. You must keep contact information current.
35.Governing Law and Exclusive Venue
These Terms and all disputes arising out of or relating to them or the Services are governed by the laws of the State of Florida, without regard to conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. Subject to any non-waivable law, each party irrevocably submits to the exclusive jurisdiction and venue of the state courts located in Orange County, Florida, and the United States District Court for the Middle District of Florida, Orlando Division, and waives objections based on venue or inconvenient forum.
36.Jury Trial Waiver
TO THE MAXIMUM EXTENT PERMITTED BY LAW, EACH PARTY KNOWINGLY, VOLUNTARILY, AND IRREVOCABLY WAIVES ANY RIGHT TO A TRIAL BY JURY IN ANY ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS, THE SERVICES, OR THE PARTIES' RELATIONSHIP.
37.Claims and Equitable Relief
Before filing a claim, a party should send written notice describing the dispute and requested relief and allow 30 days for good-faith informal resolution, unless urgent injunctive relief is reasonably necessary or a limitations period would expire. Nothing prevents either party from seeking temporary or equitable relief to protect intellectual property, confidential information, security, or prevent unauthorized access. Any claim must be brought within the time allowed by applicable law.
38.Assignment; Force Majeure
You may not assign these Terms without our written consent. We may assign them in connection with financing, restructuring, merger, acquisition, asset sale, or transfer of the Merch It Now business. We are not liable for delay or failure caused by events beyond reasonable control, including natural disasters, war, terrorism, labor disputes, government action, epidemics, utility or internet failures, cyberattacks, or third-party service failures, but payment obligations already due are not excused.
39.General Terms
If a provision is unenforceable, it will be modified to the minimum extent necessary and the remainder remains effective. Failure to enforce is not a waiver. The parties are independent contractors; these Terms create no partnership, franchise, fiduciary, employment, or agency relationship. Headings are for convenience. “Including” means including without limitation. Notices to us must be sent to the contact below. Provisions concerning fees, ownership, confidentiality, AI responsibility, disclaimers, liability, indemnity, disputes, and accrued obligations survive termination.
40.Entire Agreement and Contact
These Terms, the Merch It Now Privacy Policy, applicable provider terms, and any written commercial terms for your account constitute the entire agreement concerning the Services and supersede prior discussions on that subject. If negotiated written commercial terms conflict, those terms control to the stated extent. Questions and legal notices may be sent to: Abaco Business Investments LLC, Merch It Now, support@merchitnow.com, merchitnow.com.