Terms & Condition

These Terms and Conditions (“Terms”) govern the use of mercefly.com and the purchase or use of services provided by MerceFly LLC (“MerceFly,” “we,” “us,” “our,” or the “Company”).

By accessing our website, requesting a quotation, placing an order, accepting a proposal, making a payment, or using our services, you acknowledge that you have read, understood, and agreed to these Terms.

Article 1 — Company and Website

1.1 Company Information

MerceFly LLC is a limited liability company registered in the State of Wyoming, United States.

Legal Business Name: MerceFly LLC
Website: mercefly.com
Address: 30 N Gould St, Suite R, Sheridan, Wyoming 82801, United States
Email: support@mercefly.com
Phone: +1 619-738-6121

1.2 Website Availability

Our website is generally accessible 24 hours a day, seven days a week. However, access may be temporarily interrupted because of:

• Maintenance;
• Security updates;
• Technical problems;
• Hosting or internet outages;
• Third-party service interruptions; or
• Events beyond our reasonable control.

We do not guarantee uninterrupted or error-free access to the website.

Article 2 — Purpose and Scope

2.1 Purpose

These Terms establish the conditions under which MerceFly LLC offers and provides eCommerce management, digital marketing, advertising, content, and related professional services.

2.2 Scope

These Terms apply to visitors, prospective clients, customers, businesses, brands, and other persons who access our website or purchase our services.

The specific terms of a project may also be described in:

• A proposal;
• Quotation;
• Invoice;
• Statement of work;
• Service agreement; or
• Written email confirmation.

Where a signed service agreement conflicts with these website Terms, the signed service agreement will control for that specific engagement.

2.3 Language

These Terms and the contractual information published on our website are written in English.

2.4 Acceptance

By requesting or purchasing services, the client confirms acceptance of these Terms.

Where a checkbox is provided during checkout, onboarding, or order confirmation, selecting the checkbox confirms that the client has reviewed and accepted these Terms.

2.5 Changes to These Terms

MerceFly LLC may update these Terms from time to time.

The version applicable to a project will generally be the version in effect when the client accepts the proposal, places the order, or makes the applicable payment.

Updated Terms will be published on this page with a revised “Last Updated” date.

2.6 Severability

If any provision of these Terms is held invalid, unlawful, or unenforceable, that provision will be limited or removed only to the extent necessary.

The remaining provisions will continue in effect.

Failure by MerceFly LLC to enforce any provision does not constitute a permanent waiver of that provision.

Article 3 — Services Offered

MerceFly LLC may provide:

• eCommerce Store Management;
• eCommerce Listing Optimization;
• Amazon Seller Services;
• Walmart Marketplace Services;
• eBay Store Management;
• Etsy Shop Management;
• Shopify Store Management;
• Email Marketing;
• Google Ads Management;
• Meta Ads Management;
• UGC Content Creation;
• eCommerce strategy and consultation; and
• Related marketing or operational support.

Descriptions published on the website are general summaries. The exact scope, deliverables, timeline, responsibilities, and pricing will be confirmed in writing before work begins.

Article 4 — Service Information

We aim to describe our services accurately.

However, website descriptions, illustrations, mockups, examples, portfolio items, and case studies are provided for general informational purposes and do not create a guarantee of identical results.

The client is responsible for reviewing the applicable proposal and confirming that the selected service meets its requirements before making payment.

Article 5 — Pricing

5.1 Service Prices

Service prices may be shown on the website or provided through a custom quotation, proposal, invoice, or service agreement.

Unless stated otherwise, prices are quoted in United States dollars (USD).

The total amount payable will be confirmed before the client approves the order or project.

5.2 Custom Pricing

Pricing may depend on:

• Project scope;
• Number of marketplaces;
• Number of products or listings;
• Campaign size;
• Required platforms;
• Work complexity;
• Timeline;
• Account condition; and
• Required deliverables.

5.3 Additional Costs

No material additional fee will be charged without the client’s approval.

Additional charges may apply when the client requests:

• Work outside the agreed scope;
• Additional marketplaces or stores;
• New campaigns;
• Additional products or listings;
• Urgent delivery;
• Additional content production; or
• New deliverables.

5.4 Third-Party Expenses

Unless expressly included in writing, the client is responsible for:

• Advertising spend;
• Marketplace fees;
• Software subscriptions;
• Apps and plugins;
• Domain and hosting costs;
• Email marketing platform fees;
• UGC creator fees;
• Stock assets;
• Licensed music or footage;
• Shipping or production costs; and
• Other approved third-party expenses.

5.5 Changes to Prices

MerceFly LLC may update its prices at any time.

Price changes will not alter a previously accepted project unless the project scope changes or the parties agree otherwise.

For recurring services, any future price increase will be communicated before it takes effect.

Article 6 — Quotations and Offers

6.1 Availability

Our services are available to eligible businesses and clients in the United States and worldwide, subject to legal, compliance, payment, platform, and operational limitations.

6.2 Duration of an Offer

A quotation or proposal remains valid for the period stated in the document.

If no validity period is stated, MerceFly LLC may revise or withdraw the quotation before acceptance.

6.3 Acceptance of an Offer

A service offer may be accepted by:

• Signing a proposal or agreement;
• Confirming acceptance by email;
• Completing an online order;
• Paying the required invoice or deposit; or
• Completing another specified acceptance process.

Article 7 — Orders and Project Formation

7.1 Placing an Order

The client may request services through:

• The website;
• Contact form;
• Email;
• Scheduled consultation;
• Written proposal; or
• Invoice.

Before confirming an order, the client should review:

• The selected service;
• Scope of work;
• Deliverables;
• Price;
• Timeline;
• Payment terms; and
• Applicable policies.

7.2 Formation of the Contract

A binding service contract is formed when:

• MerceFly LLC accepts the project;
• The client accepts the applicable proposal or scope;
• The required payment or deposit is received; and
• Required onboarding information is provided.

7.3 Order Confirmation

We may send an email, invoice receipt, proposal confirmation, or other written acknowledgment after an order is accepted.

7.4 Changes to an Order

Any change requested after confirmation is subject to our approval.

A change may require:

• Additional fees;
• A revised timeline;
• A new proposal; or
• A separate invoice.

7.5 Refusal of an Order

MerceFly LLC may refuse or cancel an order for legitimate reasons, including:

• Suspected fraud;
• False information;
• Unlawful business activity;
• Prohibited products;
• Platform-policy violations;
• Non-payment;
• Security concerns;
• Lack of required capacity; or
• A conflict with our professional standards.

If we cancel before work begins, eligible amounts will be handled under our Refund and Cancellation Policy.

7.6 Service Unavailability

If we cannot provide an accepted service, we may:

• Propose a comparable alternative;
• Adjust the delivery schedule with the client’s approval; or
• Refund the eligible unperformed portion of the service.

Article 8 — Project Commencement

Work generally begins after:

• The required payment has cleared;
• The project scope has been confirmed;
• Necessary information has been received;
• Required files have been supplied;
• Authorized account access has been granted; and
• Any required agreement has been accepted.

Payment alone does not require us to begin work when essential information, materials, approvals, or access remain outstanding.

Article 9 — Client Responsibilities

The client agrees to:

• Provide accurate and complete information;
• Provide necessary product details and business records;
• Supply brand assets, images, videos, and instructions;
• Provide timely approvals and feedback;
• Maintain legal ownership or authorization for supplied materials;
• Comply with applicable laws;
• Follow marketplace and advertising-platform policies;
• Maintain sufficient inventory and fulfillment ability;
• Protect account passwords and recovery information;
• Review deliverables within a reasonable time; and
• Pay all agreed invoices and third-party expenses.

The client is solely responsible for:

• Product legality;
• Product authenticity;
• Product safety;
• Product claims;
• Pricing;
• Shipping;
• Returns to end customers;
• Tax obligations;
• Licenses;
• Trademarks;
• Copyright permissions; and
• Marketplace compliance.

Article 10 — Client Account Access

Certain services may require access to:

• Amazon Seller Central;
• Walmart Seller Center;
• eBay;
• Etsy;
• Shopify;
• Google Ads;
• Meta Business Manager;
• Google Analytics;
• Email marketing platforms; or
• Other authorized business systems.

Clients should use official employee, staff, collaborator, partner, or agency-access features whenever available.

MerceFly LLC will use account access only to perform authorized services.

The client remains responsible for:

• Account ownership;
• Primary passwords;
• Multi-factor authentication;
• Account recovery;
• User permissions;
• Monitoring account activity; and
• Removing access after services end.

Article 11 — Payment

11.1 Payment Structures

Depending on the project, payment may be required through:

• Full advance payment;
• Deposit and milestone payments;
• Monthly retainer;
• Project-based payment; or
• Another written arrangement.

11.2 Payment Methods

We may accept:

• Bank transfer;
• Credit or debit card;
• Stripe;
• PayPal;
• Wise; or
• Another approved payment method.

11.3 Payment Security

Card and electronic payments are generally processed by third-party payment providers.

MerceFly LLC does not normally store complete credit or debit card numbers on its own systems.

11.4 Invoices

An invoice may be issued for each project, payment milestone, monthly service, or approved additional expense.

Invoices must be paid by the stated due date. If no due date is specified, payment is due upon receipt.

11.5 Deposits

Deposits reserve project capacity and may cover:

• Research;
• Strategy;
• Planning;
• Setup;
• Staff allocation;
• Account review;
• Content preparation; and
• Project administration.

Deposits are subject to our Refund and Cancellation Policy.

11.6 Late Payments

If an amount is overdue, we may:

• Suspend work;
• Pause advertising campaigns;
• Delay delivery;
• Withhold unpaid deliverables;
• Restrict support;
• Cancel scheduled resources; or
• Terminate the engagement.

The project timeline may be revised after payment is received.

11.7 Payment Default

The client remains responsible for:

• Completed work;
• Time already used;
• Approved third-party expenses;
• Committed contractor costs; and
• Other amounts due before suspension or termination.

Article 12 — Monthly and Recurring Services

Monthly retainer services are generally billed in advance.

The client must provide at least 30 days’ written notice to cancel a monthly service unless another notice period is agreed in writing.

The client remains responsible for:

• Fees covering the notice period;
• Work completed before termination;
• Outstanding invoices; and
• Approved third-party commitments.

Unused time, services, or deliverables from a monthly billing period do not automatically roll over or qualify for a refund unless agreed in writing.

Article 13 — Refunds and Cancellations

Refunds and cancellations are governed by our separate Refund and Cancellation Policy.

A refund request may be submitted within 17 calendar days of the original payment date.

Submitting a request within 17 days does not automatically guarantee a full refund.

Refund eligibility depends on:

• Whether work has started;
• Work already completed;
• Deliverables already supplied;
• Resources already allocated;
• Staff or contractor time used; and
• Third-party costs incurred.

Advertising spend, marketplace fees, software charges, payment-processing fees, creator expenses, and other incurred third-party costs are generally non-refundable.

Article 14 — Revisions

Unless otherwise agreed in writing, MerceFly LLC provides unlimited reasonable revisions within the originally approved project scope.

Unlimited revisions do not include:

• A complete change of strategy;
• A new campaign;
• A new product or marketplace;
• New deliverables;
• Additional services;
• Repeated reversal of approved directions;
• Rework caused by inaccurate client information; or
• Changes requested after final approval.

Out-of-scope revisions may require an additional fee.

Article 15 — Delivery and Acceptance

Deliverables may be supplied through:

• Email;
• Cloud storage;
• Project-management tools;
• Shared documents;
• The client’s eCommerce store;
• Advertising platforms; or
• Other agreed methods.

The client should inspect deliverables and report material issues within seven calendar days unless another review period is agreed.

A deliverable may be considered accepted when the client:

• Approves it;
• Publishes or launches it;
• Uses or downloads it;
• Does not report a material issue within the review period; or
• Allows the completed work to remain active in its account.

Article 16 — Client Delays

MerceFly LLC is not responsible for delays caused by:

• Missing information;
• Delayed feedback;
• Delayed approvals;
• Incorrect credentials;
• Restricted account access;
• Inventory shortages;
• Platform reviews;
• Client-side technical problems; or
• Other circumstances outside our reasonable control.

If the client remains unresponsive for 30 consecutive days, the project may be placed on hold or treated as inactive.

Restarting an inactive project may require a revised timeline or additional fee.

Article 17 — No Guaranteed Results

MerceFly LLC does not guarantee:

• Sales;
• Revenue;
• Profit;
• Marketplace approval;
• Account reinstatement;
• Listing ranking;
• Search visibility;
• Advertising return;
• Conversion rate;
• Website traffic;
• Customer acquisition cost; or
• Business growth.

Results depend on factors outside our control, including:

• Product demand;
• Competition;
• Pricing;
• Customer reviews;
• Inventory;
• Advertising budget;
• Marketplace algorithms;
• Account history;
• Website quality;
• Shipping;
• Fulfillment; and
• Customer behavior.

Any forecast, estimate, testimonial, case study, or previous result is illustrative and does not promise identical future performance.

Advertising claims should be truthful, non-deceptive, and supported by appropriate evidence. The FTC states that advertising claims must not be deceptive or unfair and should have a reasonable basis.

Article 18 — Intellectual Property

18.1 Website Content

The content of mercefly.com, including its:

• Text;
• Graphics;
• Layout;
• Branding;
• Logos;
• Templates;
• Designs;
• Videos;
• Documents; and
• Original materials

is owned by or licensed to MerceFly LLC and is protected by applicable intellectual-property laws.

Website content may not be copied, reproduced, resold, distributed, or used commercially without written permission.

18.2 Client Materials

The client retains ownership of materials it provides, including:

• Logos;
• Trademarks;
• Product images;
• Videos;
• Product data;
• Customer lists;
• Brand guidelines; and
• Existing content.

The client grants MerceFly LLC a limited right to use these materials only to provide the agreed services.

18.3 Final Deliverables

After full payment, the client may use approved final deliverables created specifically for the client, subject to third-party licenses.

MerceFly LLC retains ownership of:

• Internal systems;
• Processes;
• Methods;
• Templates;
• Checklists;
• Tools;
• Software;
• Preliminary concepts;
• Rejected drafts;
• General expertise; and
• Pre-existing materials.

The client receives no rights to unpaid deliverables.

18.4 Third-Party Assets

Fonts, stock photographs, videos, music, plugins, software, UGC, and other third-party materials remain subject to their respective licenses.

The client must comply with any applicable usage restrictions.

Article 19 — UGC and Creator Content

UGC services may involve creators, editors, actors, contractors, licensed music, stock footage, or other third parties.

The applicable proposal may specify:

• Usage period;
• Advertising rights;
• Organic-use rights;
• Territory;
• Platforms;
• Exclusivity;
• Whitelisting;
• Raw-footage rights; and
• Additional licensing fees.

The client must not use UGC beyond the agreed rights.

Article 20 — Advertising, Reviews, and Testimonials

The client must provide truthful and supportable product information and marketing claims.

MerceFly LLC will not knowingly create or promote:

• Fake reviews;
• Misleading testimonials;
• False product claims;
• Deceptive discounts;
• Infringing content; or
• Unlawful advertising.

Testimonials and endorsements must reflect genuine experiences, and material connections should be disclosed where required. Official FTC guidance states that endorsements must be honest and cannot communicate claims that would be deceptive if made directly by the advertiser.

Article 21 — Confidentiality

Each party agrees to use reasonable care to protect confidential information received from the other party.

Confidential information may include:

• Login credentials;
• Customer data;
• Pricing;
• Marketing strategies;
• Unpublished reports;
• Supplier information;
• Internal procedures; and
• Non-public business information.

Confidentiality obligations do not apply to information that:

• Is lawfully public;
• Was already lawfully known;
• Is independently developed;
• Is lawfully received from another source; or
• Must be disclosed by law.

Article 22 — Privacy and Data Protection

Our handling of personal information is governed by our:

• Privacy Policy; and
• Cookie Policy.

The client confirms that any customer lists, subscriber information, advertising audiences, or other personal information supplied to MerceFly LLC were collected and may be used lawfully.

Article 23 — No Handling of Client Customer Funds

MerceFly LLC provides eCommerce management, marketing, advertising, and content services.

MerceFly LLC is not a:

• Bank;
• Payment processor;
• Escrow provider;
• Financial institution;
• Money transmitter; or
• Marketplace payment intermediary.

We do not receive, hold, transfer, or distribute client customer-sales proceeds on behalf of clients.

Customer and marketplace payments should be deposited directly into accounts owned and controlled by the client.

Article 24 — Third-Party Platforms

MerceFly LLC is an independent service provider and is not owned, endorsed, or controlled by Amazon, Walmart, eBay, Etsy, Shopify, Google, Meta, PayPal, Stripe, Wise, or other third-party platforms.

We are not responsible for:

• Platform outages;
• Policy changes;
• Algorithm changes;
• Account suspensions;
• Listing removal;
• API restrictions;
• Increased platform fees;
• Third-party security incidents; or
• Service discontinuation.

Article 25 — Prohibited Uses

The client may not use our services to:

• Violate applicable law;
• Commit fraud;
• Sell counterfeit or stolen goods;
• Infringe intellectual-property rights;
• Create fake reviews;
• Make deceptive claims;
• Send unlawful spam;
• Distribute malicious software;
• Access accounts without authorization;
• Circumvent marketplace restrictions; or
• Promote prohibited products or activities.

We may suspend or terminate services if we reasonably suspect prohibited activity.

Article 26 — Responsibility and Disclaimer

The client is responsible for selecting services appropriate for its business and for reviewing all work before publication or use.

MerceFly LLC will not be responsible for failure or delay caused by:

• Client actions or omissions;
• Incorrect client information;
• Third-party platform decisions;
• Internet or hosting outages;
• Security incidents outside our control;
• Force majeure; or
• Other circumstances beyond our reasonable control.

Our website and services are provided on an “as is” and “as available” basis to the maximum extent permitted by law.

Article 27 — Limitation of Liability

To the maximum extent permitted by applicable law, MerceFly LLC and its owners, employees, contractors, and representatives will not be liable for indirect, incidental, special, punitive, exemplary, or consequential damages.

This includes loss of:

• Revenue;
• Profit;
• Data;
• Customers;
• Advertising spend;
• Business opportunities;
• Marketplace access;
• Reputation; or
• Goodwill.

Our total liability arising from a specific service will not exceed the amount the client paid to MerceFly LLC for that service during the three months immediately preceding the event giving rise to the claim.

This limitation does not apply where liability cannot legally be excluded or limited.

Article 28 — Indemnification

The client agrees to defend, indemnify, and hold harmless MerceFly LLC and its representatives from claims, damages, losses, penalties, liabilities, and reasonable expenses resulting from:

• The client’s products or services;
• Materials supplied by the client;
• False or misleading information;
• Product-safety issues;
• Intellectual-property infringement;
• Violation of law;
• Violation of platform policies;
• Improper use of deliverables; or
• Breach of these Terms.

Article 29 — Suspension and Termination

MerceFly LLC may suspend or terminate services when:

• Payment is overdue;
• The client breaches these Terms;
• False information is provided;
• Illegal or deceptive work is requested;
• The client abuses staff or contractors;
• A serious legal or security risk arises;
• Platform policies are violated; or
• The relationship becomes commercially impractical.

Termination does not remove the client’s responsibility to pay for completed work, approved expenses, and existing commitments.

Article 30 — Force Majeure

Neither party will be responsible for delay or failure caused by events beyond reasonable control, including:

• Natural disasters;
• War;
• Government actions;
• Civil unrest;
• Power or internet outages;
• Cyberattacks;
• Public-health emergencies;
• Labor disputes;
• Platform-wide outages; or
• Failure of essential third-party providers.

Article 31 — Governing Law and Jurisdiction

These Terms are governed by and interpreted in accordance with the laws of the State of Wyoming, United States, without regard to conflict-of-law principles.

Any legal action or proceeding arising from these Terms, our website, or our services shall be brought before a court of competent jurisdiction located in or serving Sheridan County, Wyoming, unless MerceFly LLC and the client agree in writing to another dispute-resolution method.

MerceFly LLC should keep its website details consistent with its official Wyoming formation and business records. The Wyoming Secretary of State maintains official LLC filing, annual-report, and good-standing services.

Article 32 — Informal Dispute Resolution

Before filing a formal claim, both parties agree to make a reasonable good-faith effort to resolve the issue informally.

A written dispute notice should include:

• The client’s name and contact information;
• Relevant project or invoice number;
• Description of the dispute;
• Supporting documents; and
• Requested resolution.

Notices should be sent to support@mercefly.com.

Article 33 — Entire Agreement

These Terms, together with the applicable:

• Proposal;
• Quotation;
• Invoice;
• Statement of work;
• Service agreement;
• Privacy Policy;
• Cookie Policy;
• Refund and Cancellation Policy; and
• Payment and Billing Policy

constitute the complete agreement relating to the applicable services.

Article 34 — Assignment

The client may not transfer its rights or obligations under these Terms without prior written consent from MerceFly LLC.

MerceFly LLC may assign these Terms in connection with a merger, restructuring, acquisition, or sale of relevant business assets.

Article 35 — Contact Us

Questions regarding these Terms may be sent to:

MerceFly LLC
30 N Gould St, Suite R
Sheridan, Wyoming 82801
United States

Website: mercefly.com
Email: support@mercefly.com
Phone: +1 619-738-6121