Vendor Agreement

This Vendor Agreement (“Agreement”) is between HollerShop LLC, a Delaware limited liability company doing business as HollerShop (“HollerShop,” “we,” “us”), and you (the “Vendor”). By submitting the vendor application and listing any product on HollerShop, you accept this Agreement and agree to comply with it. If you don't agree, don't list products.

1. What HollerShop is and isn't

HollerShop is a marketplace facilitator that lets independent Vendors list local goods, accept pre-orders from customers, and fulfill those orders through HollerShop hubs (pickup) or HollerShop delivery (rental owners).

HollerShop supports two fulfillment models, declared per product:

• Consignment. Vendor stocks the hub on a self-directed cadence; hub attendants pick from on-site stock to fulfill customer orders. Used for shelf-stable and short-shelf-life goods (jam, honey, baked goods, produce, prepared food).
• Made-to-order.Vendor handles each order directly — produces or prepares the goods after the order is placed and coordinates delivery or pickup with the customer. Used for bespoke, heavy, or low-volume items that don't fit a hub shelf (milled lumber, custom signs, cutting boards, made-to-measure work).

HollerShop is not your employer, partner, joint venture, distributor, or franchisor. You are an independent business. Nothing in this Agreement creates any employment, agency, or franchise relationship. You retain title to your products until the customer takes possession at the hub (consignment) or at delivery / arranged pickup (made-to-order).

2. Eligibility and onboarding

• You represent that you are at least 18 years old, have legal authority to bind your business, and operate a legitimate business in North Carolina.
• Approval is at HollerShop's discretion. We may decline any application, with or without reason, and may re-evaluate approval at any time.
• Stripe Connect.Vendors are paid through Stripe Connect (Express accounts). You must complete Stripe's onboarding flow, which includes Stripe's own identity verification and acceptance of the Stripe Connected Account Agreement and the Stripe Services Agreement. You agree directly with Stripe to those terms. HollerShop does not see or store your tax ID, SSN/EIN, or bank account information — Stripe does.

3. Listings — what you can sell

You may list the categories of goods HollerShop supports (currently locally produced food, beverages, and craft goods). The following are prohibited:

• Alcohol, tobacco, cannabis, kratom, or any controlled substance.
• Raw (unpasteurized) milk except where permitted under NC herd-share rules and you carry valid documentation.
• Live animals.
• Prepared foods made outside a permitted facility (unless covered by NC's Home Processor exemption, see Section 4).
• Firearms, ammunition, weapons, or weapon parts.
• Counterfeit goods or goods that infringe a third party's intellectual property.
• Recalled products, expired products, or products from any recipe or facility currently under a health-department enforcement action.
• Anything illegal under federal, state, or local law.

We may remove a listing or product line at any time. Repeated violations are cause for termination under Section 13.

4. Food safety, certifications, and labeling

You are solely responsible for compliance with food safety law. Specifically:

• If you sell baked goods, jams, jellies, or other shelf-stable foods made in a home kitchen, you must hold a valid NC Department of Agriculture Home Processor Inspection (or qualify for the Cottage Food exemption) and represent that products are made in compliance with that authorization.
• If you use a commercial kitchen, you must be permitted to do so and produce documentation on request.
• All product listings must include accurate ingredient lists and allergen disclosures (milk, eggs, fish, shellfish, tree nuts, peanuts, wheat, soybeans, sesame).
• You must store, package, and label products in compliance with applicable law (e.g., date marking, weight, your business name and contact).
• Recalls. If you become aware of a safety issue with any product sold through HollerShop, you must notify support@hollershop.com within 24 hours and cooperate in a recall, including providing the list of order IDs affected if asked.

5. Pricing, inventory, and accuracy

• You set the price of your products. We do not require price parity or exclusivity.
• For consignmentproducts, you are responsible for keeping each hub you serve stocked with the products you've listed as available there. If a consignment product is out of stock at a hub for more than 7 consecutive days, HollerShop may automatically deactivate the listing at that hub until you restock. Reactivation is one click in your vendor dashboard.
• For made-to-order products, your stated lead time on the listing is binding. If you cannot meet it, cancel the affected order(s) within 24 hours of placement so we can refund the customer.
• Product descriptions, photos, claims (e.g., “organic,” “gluten-free,” “NC raised,” “hand-milled”) must be truthful and substantiable.

6. Stocking and order fulfillment

A. Consignment products

• Stocking.You keep inventory at each hub you've signed up to serve. Drop-offs happen at the hub's stated stocking windows, which you coordinate directly with the hub attendant.
• Storage. Hub attendants will place your goods in the appropriate storage zone (ambient, refrigerated, or frozen) per any handling instructions you provide. You are responsible for ensuring your products are clearly labeled with the storage requirements.
• Picking.When a customer order is placed, the hub attendant picks the items from your on-site stock and stages them for customer pickup or driver dispatch. You do not receive a per-order task and don't need to be available at order time.
• Title and risk of loss. You retain title to goods stocked at the hub until the customer takes possession (pickup) or the goods are loaded onto a HollerShop delivery vehicle. Spoilage, theft, or damage of unsold stock at the hub is your loss.
• Expiring stock. You are responsible for removing expired or near-expiration stock from the hub on your own visit cadence. If stock remains more than 14 days past its label expiration, HollerShop may dispose of it; the loss is yours.
• Restocking quality standards. Goods you bring to the hub must meet the same quality standards a retail customer would expect: fresh, undamaged, properly labeled, properly packaged, and not within 24 hours of label expiration.
• Stockouts. If a customer order cannot be filled because your stock is depleted, HollerShop will cancel that item and refund the customer. Repeated stockouts are grounds for hub-specific listing deactivation (see Section 5) or, if severe, suspension under Section 13.

B. Made-to-order products

• Notification.When a customer orders a made-to-order product, you receive a notification with the order details and (if delivery is required) the customer's contact info and delivery address.
• Production lead time. The lead time you stated on the listing is binding. Begin production promptly. If you cannot meet the lead time, cancel the order within 24 hours of placement; HollerShop will refund the customer.
• Delivery or pickup coordination.You coordinate directly with the customer for delivery or pickup logistics. HollerShop may surface a chat thread for this; otherwise you may contact the customer at the email on the order. Communication is limited to fulfilling this order — see Section 11.
• Title and risk of loss. You retain title to made-to-order goods until the customer takes possession. Damage in transit is generally your loss unless the customer mishandles after pickup.
• Quality standards.Same standard as consignment: products delivered must meet what a retail customer would expect. Defects or material differences from the listing entitle the customer to a refund under HollerShop's refund policy.
• Confirming fulfillment. Once the customer has received the order, mark the order fulfilled in your vendor dashboard. Payout (see Section 7) is triggered by this confirmation.

7. Fees and payouts

For each order item you fulfill through HollerShop, you agree to the following:

• Platform fee (vendor commission). HollerShop retains a platform fee of 13% of the item subtotal (excluding taxes, hub pickup fees, shipping, and delivery fees). Example: a $20 jar of honey results in a $2.60 platform fee retained by HollerShop and $17.40 to you. The platform fee may change with 30 days' written notice to your account email.
• Payment processing — covered by HollerShop. HollerShop pays Stripe's standard processing fees (typically 2.9% + $0.30 per transaction) out of its 13% commission. You are not separately charged for processing. Your $17.40 in the example above is what arrives in your Stripe Connect account, full stop.
• Customer hub pickup fee. Customers who choose pickup at a HollerShop hub pay a flat per-order fee (currently $2.00) on top of your listed price. This fee is paid by the customer, not deducted from your payout; it covers hub-attendant labor and Stripe's fixed processing cost. The customer fee is waived on shipping orders.
• What the 13% covers(informational; does not affect your payout). HollerShop's 13% commission supports the platform infrastructure (software, payments, customer support, marketing), Stripe payment processing, and includes a flat $1.00 per order paid to the hub hostfor operating the physical pickup/dropoff space your goods move through. The hub-host fee and processing cost are HollerShop's, not yours.
• Payout schedule.Payouts are issued via Stripe Connect transfer after the order is marked fulfilled. For consignment, fulfillment is the moment the attendant hands off the order to the customer (or it's loaded onto a delivery vehicle). For made-to-order, it is the moment you mark the order fulfilled in your vendor dashboard after the customer receives it. HollerShop initiates transfers on a rolling basis; Stripe's own payout schedule then determines when funds reach your bank. You are paid for goods that actually sell, not for stock you brought to the hub.
• Refunds and chargebacks.If a customer order is refunded for vendor-fault reasons (missing items, spoilage, mislabeled allergens) the refund is charged back to you and deducted from a future payout. Chargebacks issued by the customer's bank are similarly recoupable.
• No guaranteed minimum. HollerShop does not guarantee any specific order volume.

8. Sales tax (marketplace facilitator)

North Carolina law (NCGS § 105-164.4J) and similar laws in other states designate HollerShop as a marketplace facilitator. This means HollerShop is responsible for calculating, collecting, and remitting sales tax on third-party vendor sales made through the platform. You should not separately collect sales tax on orders fulfilled through HollerShop.

You remain responsible for your own income tax (1099-K reporting where applicable; HollerShop or Stripe will issue required tax forms).

9. Insurance

Before listing any consumable product, you must maintain appropriate liability insurance. We recommend, and may require before approval:

• General liability: at least $1,000,000 per occurrence, $2,000,000 aggregate.
• Product liability: at least $1,000,000 per occurrence for food vendors.

You agree to provide a Certificate of Insurance on request. HollerShop may, but is not required to, require addition as an additional insured.

10. Intellectual property

• You retain all rights in your product content (names, descriptions, photos, brand).
• You grant HollerShop a worldwide, non-exclusive, royalty-free license to host, display, distribute, reformat, and promote your product content on the HollerShop marketplace and in HollerShop's marketing about the platform, for as long as you maintain a listing plus a reasonable wind-down period after termination.
• You represent that your product content does not infringe any third party's rights.

11. Customer data

What HollerShop shares with you depends on the fulfillment model:

• Consignment. Because hub attendants fulfill orders from your on-site stock, you do not need customer-identifying information per order. HollerShop shares aggregated sales reporting with you (units sold by date, hub, and product) for inventory planning and accounting. You may also be notified when an individual customer reports a problem with one of your products.
• Made-to-order.Because you fulfill these orders directly, you receive the customer's name, contact email, and (if delivery applies) the delivery address and any notes — only what's needed to coordinate the order.

In both cases, you agree to:

• Use customer information only to fulfill orders and respond to customer-service issues.
• Not market directly to customers outside HollerShop or use their data for any other purpose without their explicit consent.
• Not retain customer data after the order is fulfilled, except as required for your own tax/legal recordkeeping.

12. Vendor representations

You represent and warrant that:

• You have all required licenses, permits, and certifications.
• Your products are safe for their intended use, accurately described, and free of recalls.
• You comply with all applicable laws (federal, state, local, including labor laws if you have employees).
• All information you provide HollerShop (and Stripe) is accurate and current.

13. Term and termination

• Term. This Agreement begins when you accept it and continues until terminated.
• Termination for convenience. Either party may terminate at any time, with or without cause, by notifying the other.
• Termination for cause. HollerShop may immediately suspend or terminate for material breach, including: a safety issue, fraud, repeated quality complaints, falsified information, or failure to maintain required insurance/certifications.
• After termination. Listings are removed. Payouts owed for fulfilled orders are completed on the normal Stripe schedule. Recoupable refunds and chargebacks remain your obligation. The content license in Section 10 survives only as needed to wind down outstanding transactions.

14. Indemnification

You agree to defend, indemnify, and hold harmless HollerShop LLC, HollerShop, and our officers, employees, and contractors from any third-party claim arising out of:

• Your products (including product liability, food safety, allergen, or recall claims).
• Your breach of this Agreement.
• Your violation of any law, including labor, tax, food safety, or IP law.
• Any claim by your employees, contractors, or representatives.

HollerShop will defend, indemnify, and hold harmless Vendor only against claims that arise specifically and solely from HollerShop's gross negligence or willful misconduct.

15. Limitation of liability

To the maximum extent permitted by law, HollerShop's total liability to Vendor arising out of or related to this Agreement is limited to the platform fees HollerShop actually received from Vendor in the twelve (12) months preceding the claim. HollerShop is not liable for indirect, incidental, special, consequential, or punitive damages, including lost profits.

16. Confidentiality

Each party will keep the other's non-public business information confidential. Customer data shared with Vendor for order fulfillment is HollerShop confidential information. Vendor product content that Vendor makes publicly available on the marketplace is not confidential.

17. Disputes

We first try to resolve disputes informally. If a dispute can't be resolved informally within 30 days of written notice from one party to the other, either party may bring the dispute in state or federal court located in Yancey County or Buncombe County, North Carolina, and both parties consent to personal jurisdiction and venue there.

Governing law: North Carolina, without regard to conflict-of-laws principles.

18. General

• Assignment.You may not assign this Agreement without HollerShop's written consent. HollerShop may assign without consent to a successor in interest (e.g., acquisition).
• Severability. If any provision is held unenforceable, the remainder remains in effect.
• Entire agreement. This Agreement, together with the Privacy Policy and Terms of Service, is the entire agreement between the parties. Stripe's agreements govern the Stripe-Vendor relationship separately.
• Modifications.We may update this Agreement. We'll revise the “Effective” date and notify active Vendors by email. Material changes take effect 14 days after notice; continued listing on HollerShop after that constitutes acceptance.
• Notices. Notices to HollerShop go to vendors@hollershop.com. Notices to Vendor go to the email on file with HollerShop.
• No waiver.HollerShop's failure to enforce a provision isn't a waiver.

19. Acceptance

By submitting the HollerShop vendor application and continuing to use the platform, you accept this Agreement on behalf of your business and represent that you have authority to do so. Your acceptance is recorded electronically.