This Tie-Up Agreement (“Agreement”) is made on this ___ day of ________, 20, between:
Merchant:
Name: _______________________________________________
Registered Address: ___________________________________
Contact: ______________________________________________
Vendor:
Name: _______________________________________________
Registered Address: ___________________________________
Contact: ______________________________________________
Together referred to as the “Parties.”
1. Purpose
The Vendor agrees to supply products/services (“Products”) to be promoted and sold through the Merchant’s Live Kit live commerce platform. The Merchant agrees to provide livestream hosting, selling support, and order processing.
2. Responsibilities of the Vendor
2.1 Supply genuine, compliant, and accurately described Products.
2.2 Maintain sufficient stock for live sessions.
2.3 Full fill and dispatch orders within agreed timelines.
2.4 Handle product-related issues including returns, damage, and warranty unless otherwise agreed.
3. Responsibilities of the Merchant
3.1 Host live selling sessions and promote the Vendor’s Products on the Live tracking platform.
3.2 Facilitate customer ordering, payment collection, and sales reporting.
3.3 Process refunds as per policy and adjust settlements accordingly.
4. Commission & Settlement
4.1 Vendor shall pay the Merchant a commission of ______% per successful transaction.
4.2 Settlement shall occur within ___ working days from date of sale, after deducting commission, refunds, returns, and chargebacks.
4.3 The Merchant may withhold disputed amounts until resolution.
5. Chargebacks
The Parties agree that chargebacks (including fraud, disputes, and reversals) shall be borne as follows (tick/select one):
☐ Vendor bears 100%
☐ Merchant bears 100%
☐ Shared: Vendor ___% / Merchant ___%
The responsible Party shall reimburse the other for any associated losses or fees.
6. Returns & Refunds
6.1 Vendor shall bear return costs caused by product defects, misrepresentation, or poor quality.
6.2 Refunds shall follow the Merchant’s refund policy and be reflected in settlement adjustments.
7. Intellectual Property
The Vendor grants the Merchant a non-exclusive license to use images, logos, videos, and product content for marketing and live streaming. All IP remains with the original owner.
8. Confidentiality
All business, customer, financial, and operational information exchanged under this Agreement shall remain confidential. This obligation survives termination for three (3) years.
9. Term & Termination
9.1 This Agreement is valid for ___ years from the Effective Date.
9.2 Either Party may terminate with 30 days’ written notice.
9.3 Immediate termination may occur for breach, fraud, or illegal activity.
9.4 Both Parties must honor obligations for orders placed before termination.
10. Indemnity
Each Party shall indemnify the other against losses arising from (a) breach of this Agreement, (b) legal violations, (c) defective products, or (d) negligence or misconduct.
11. Limitation of Liability
Neither Party is liable for indirect or consequential damages except in cases of fraud, misconduct, or will full breach.
12. Governing Law & Dispute Resolution
This Agreement shall be governed by the laws of ____________________.
Disputes shall be resolved through arbitration/mediation in ____________________, and the award shall be final.
13. Entire Agreement
This Agreement constitutes the entire understanding between the Parties and supersedes all prior discussions or agreements.
14. Amendments
Any amendment must be written and signed by both Parties.
15. Signatures
Merchant:
Name: _______________________________________
Signature: ____________________________________
Date: _________________________________________
Vendor:
Name: _______________________________________
Signature: ____________________________________
Date: _________________________________________
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