# Makefew Seller Agreement

Version: 0.4

Draft date: 2026-10-10

Last updated: 2026-10-11

Status: Draft for review

Effective date: Not effective; pending approval

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This Seller Agreement is between Blue Hill Foundry, LLC, operating Makefew (“Makefew”), and [SELLER LEGAL NAME], of [SELLER BUSINESS ADDRESS] (“Seller”), for [STORE NAME AND IDENTIFIER]. Its effective date is [DATE]. The person accepting for Seller represents that they have authority to bind Seller.

## 1 Scope and order of terms

This Agreement incorporates the Makefew Terms of Service, Privacy Policy, Returns Refunds and Shipping Policy, Acceptable Use and Product Policy, and Intellectual Property Policy identified by version in the activation schedule. It governs the business relationship between Makefew and Seller. A signed commercial schedule controls a specific commercial conflict; mandatory law and buyer rights take priority.

Makefew provides listing, checkout, order-management and communication services. Seller is the identified seller of its products to buyers and is responsible for its own product obligations. Makefew retains its legal responsibilities as platform operator. Neither party is the other’s employee, partner or general agent. No right to receive or hold another party’s money arises merely from these words.

## 2 Approval identity and staff

Seller may accept real orders only after Makefew confirms activation in writing and the required payment arrangement is approved. Seller must provide accurate business identity, contact, tax and payment information through the designated secure process, maintain it, and cooperate with verification and legally required disclosures. Do not send tax IDs or bank credentials through ordinary support messages.

Makefew may request further information when required by law or reasonably necessary to prevent fraud, and may suspend sales if required information cannot be verified. Seller authorizes disclosure of the seller identity and contact information legally required for buyers; personal residential details are handled using available lawful exceptions rather than automatically hidden.

Seller is responsible for authorized staff and role assignments, must promptly remove departed staff, and must use required multifactor authentication. Seller may not transfer a store or payment recipient without approval and renewed verification. Changes apply prospectively; existing orders retain their original arrangement unless lawfully reconciled.

## 3 Products listings and customer promises

Seller warrants that it owns or may lawfully sell each product and license the submitted content. Listings must accurately describe the maker, design authorship or fabrication license, materials, dimensions, compatibility, included parts, condition, price, taxes where shown, stock, dispatch time, shipping origin, returns, warranties and material safety limits. Claims must be supportable. “Numbered batch” is not a claim that every unit is physically numbered.

At launch, Seller may list only completed, checked goods in approved categories. No paid pre-orders or made-to-order work is permitted without a later written program. Seller must comply with applicable product, labeling, testing, recall and shipping rules, including rules for batteries or regulated components. Makefew’s listing review is not a safety certification or transfer of Seller’s obligations.

## 4 Orders fulfillment and buyer remedies

Seller must keep stock accurate, monitor paid orders, meet accepted dispatch promises and communicate delays with the legally required choices. Buy-label, packing and dispatch events are separate; dispatch requires actual carrier possession or the agreed local-delivery event. Seller must preserve reasonable tracking and fulfillment evidence and cooperate with missing-delivery investigations.

Seller must honor the platform return policy or a more favorable disclosed policy, applicable warranties and mandatory rights. It may not charge an undisclosed restocking fee, retain processor fees from a refund owed to a buyer, or condition assistance on favorable feedback. Seller must respond to Makefew’s case requests within two business days, with urgent safety, privacy and dispute matters escalated immediately.

## 5 Payments fees and settlement

No external-seller payment model is activated by this draft. Before sales, the parties must sign a schedule identifying the approved provider arrangement, collecting merchant, recipient, payout authority, release evidence, timing, commission, processing fees, taxes, label costs and refund/dispute allocation. Makefew may submit provider instructions only within that approved authority and applicable provider rules.

The initial BHF arrangement has zero Makefew commission, seller-paid actual processing fees and internal settlement because seller and collector are the same entity and account. It involves no payment back to that account and does not create escrow or a restriction on bank withdrawals. These economics and mechanics do not automatically apply to an independent seller.

No reserve, 30-day hold, automatic bank debit or unlimited offset is authorized here. Any permitted reserve or offset needs defined grounds, limits, notices, release terms and a dispute route in the signed schedule. Changed fees apply only to future orders after advance disclosure and acceptance where required. No listing or subscription charge applies without separately agreed terms.

## 6 Refunds disputes tax and accounting

Seller must fund buyer remedies allocated to it in the schedule and supply evidence promptly for provider disputes. Makefew must record amounts, reasons and provider references and prevent duplicate recovery. Liability for a refund after release, processing fees and chargebacks must be agreed before activation. Provider dispute decisions do not automatically decide every legal claim between the parties.

Each party is responsible for taxes legally imposed on it. Seller supplies accurate product and tax information and cooperates with required reporting. Makefew collects or reports where legally required or expressly agreed; an order’s payment route or commercial label alone does not determine tax liability. Neither party may use this Agreement to shift a statutory obligation away from the party the law makes responsible.

Seller receives records of its own orders, charges and settlement. Both parties must investigate discrepancies and reconcile corrections against the original transaction. Seller should report a discrepancy promptly; a delay alone does not waive a nonwaivable right. Label charges, carrier adjustments and postage voids require their own records and the schedule’s agreed allocation.

## 7 Buyer data confidentiality and content

Seller may use buyer information for fulfillment, support, permitted transaction records and another use with an independent lawful basis and required notice. Purchasing is not consent to unrelated marketing. Seller must restrict staff/vendor access, use reasonable security, avoid unnecessary exports, and assist with relevant privacy requests. A suspected incident affecting Makefew data must be reported without undue delay; immediate notice is expected for an active compromise. Neither party waits for a complete investigation before escalating urgent risk.

Each party protects the other’s nonpublic business information with reasonable care and uses it only for this relationship, lawful records and disputes. Public, previously known, independently developed or lawfully received information is excluded. Necessary professional advisers/providers must have appropriate confidentiality duties. Required legal disclosure remains permitted, with notice where lawful. Privacy roles and any required data-processing terms must reflect actual operations.

Seller retains content ownership and grants the limited hosting, formatting, display and transmission rights needed for its store and orders. Separate agreement is required for broader paid advertising or testimonials. Neither party may misrepresent a license, affiliation, review or product endorsement.

## 8 Claims suspension and termination

Seller will defend and indemnify Makefew against third-party claims to the extent caused by Seller’s unlawful product, infringement, material contractual breach or negligent or intentional misconduct. This excludes the portion caused by Makefew. Makefew will defend and indemnify Seller against third-party claims to the extent caused by Makefew’s infringement in its own platform materials or negligent or intentional misconduct, excluding Seller’s contribution.

The protected party must promptly notify the other, provide reasonable cooperation at the defending party’s expense, and permit defense by competent counsel. Late notice reduces protection only to the extent it causes prejudice. No settlement may admit fault, impose a nonmonetary obligation or fail to release the protected party without that party’s written consent. Neither party has an additional liability cap unless a separately accepted schedule provides one; nonwaivable liability remains unaffected.

Either party may end this Agreement on 30 days’ written notice. Makefew may pause listings immediately for credible safety, fraud, security or legal concerns, or terminate for a serious or uncured material breach. Where practical it will give reasons, a reasonable opportunity to cure and human review. Seller may stop new listings while resolving obligations. Closure does not erase open orders, refunds, disputes, confidentiality or lawful recordkeeping.

## 9 Law notices and execution

North Carolina law applies except for mandatory law. Disputes may be brought in courts with jurisdiction; no arbitration or exclusive forum is imposed. Makefew is operated by Blue Hill Foundry, LLC, located in Chapel Hill, NC. Contact Makefew at contact@makefew.com; Seller’s notice address is above. Both parties may seek urgent relief without waiting for informal discussions. No assignment of a store is permitted without approval; Makefew may transfer the relevant business with assumption of its obligations.

Activation schedule required: party identities; approved products/destinations; policy versions; provider and account arrangement; fees/taxes; settlement and reserves; refunds/disputes/negative balances; shipping charges; insurance; privacy responsibilities; support contacts. Uncompleted fields prevent activation.

For Makefew: [NAME AND TITLE] • [SIGNATURE] • [DATE]

For Seller: [NAME AND TITLE] • [SIGNATURE] • [DATE]
