Terms of Use

These Terms govern access to and use of the MerchandAise marketplace at www.merchandaise.com, including localised storefronts, account workspaces, supplier collaboration flows, AI-assisted design tools, file uploads, previews, and order flows.

By creating an account, browsing the marketplace after notice of these Terms, uploading User Content, using AI features, or placing an order, you agree to comply with these Terms and our related policies.

If a specific order document, supplier agreement, or mandatory consumer law conflicts with these Terms on the same subject, the more specific document or mandatory law shall prevail to that extent.

Important terms used on this page include the following definitions.

• "Account" means the personal or business profile registered on the platform. - "Buyer" means a user who requests quotes, approves proofs, or purchases products through the marketplace. - "Supplier" means a verified production, fulfilment, or service partner listed on the platform. - "Designer" means a user who uploads, configures, edits, or generates creative assets. - "User Content" means any text, logo, artwork, prompt, file, image, video, model, feedback, or similar material uploaded or generated by a user. - "AI Tools" means the configurators, generation features, preview systems, and related automation provided on the platform. - "Platform IP" means the MerchandAise software, interfaces, workflows, models, data structures, and trademarks owned or licensed by us. - "Platform Policies" means the Privacy and Cookie Policy, Terms of Sale, supplier rules, moderation rules, and other policies referenced on the platform. - "DSA" means Regulation (EU) 2022/2065, the Digital Services Act. - "GDPR" means Regulation (EU) 2016/679, the General Data Protection Regulation.

You must be at least 18 years old, or the age of legal majority in your jurisdiction, to create an Account. If local law permits minors to use the platform, a parent, guardian, school, or organisation must hold and control the Account.

Registration information must remain accurate, complete, and up to date. We may request business details, tax information, or verification documents to activate or maintain certain features.

You are responsible for safeguarding your login credentials and for all activity under your Account. Contact security@merchandaise.com immediately if you suspect unauthorised access, credential compromise, or fraudulent use.

We may suspend, restrict, or deactivate Accounts that are inactive for extended periods, compromised, fraudulent, misleading, or otherwise pose a risk to users, suppliers, or the platform.

Hutter Products GmbH operates the MerchandAise marketplace and provides the software, workflows, and support infrastructure that connect buyers, suppliers, and designers.

Unless the order confirmation states otherwise, purchase contracts are formed between the Buyer and the Supplier identified for that order, while MerchandAise provides the marketplace, payment coordination, collaboration tools, and support services.

Suppliers are responsible for providing accurate product information, lawful sales, safe production, delivery performance, and compliance with product and consumer laws applicable to their goods or services.

Designers and Buyers are responsible for ensuring that uploaded or generated assets can be lawfully used, manufactured, shared, and commercialised through the platform.

We may facilitate communications or disputes in good faith, but we are not obliged to resolve every dispute and do not guarantee any commercial outcome between users.

You must use the platform lawfully, honestly, and in a manner that does not interfere with other users, suppliers, or our infrastructure.

Prohibited conduct includes the following examples: - Uploading, generating, or sharing unlawful, defamatory, deceptive, discriminatory, abusive, or infringing content. - Violating intellectual property, confidentiality, privacy, publicity, export control, sanctions, or consumer protection laws. - Uploading malware, probing security, bypassing technical restrictions, scraping restricted data, or using bots without our prior written consent. - Misrepresenting your identity, organisation, authority, certifications, sustainability claims, or sourcing information. - Selling counterfeit, unsafe, restricted, or non-compliant goods through the platform. - Using the platform to train competing systems or extract protected business data without authorisation.

We may remove content, limit functionality, suspend access, preserve evidence, or notify authorities when necessary to protect users, comply with the law, or respond to verified risks.

Suppliers must support sustainability, sourcing, and product claims with accurate specifications, certifications, declarations, or other documentation when requested.

Listings, approvals, and sales communications must not exaggerate recycled content, carbon savings, ethical sourcing, or environmental benefits.

Buyers and Designers should review available sustainability disclosures prior to approval or purchase and raise any questions through support@merchandaise.com before production commences.

We may audit claims, request supporting evidence, restrict listings, or suspend Supplier participation where sustainability statements appear inaccurate, unverifiable, or misleading.

AI Tools assist users in generating design concepts and previews, adapting artwork, comparing product configurations, and expediting approval workflows, but they do not replace user review or legal clearance.

By using AI Tools, you authorise us and our service providers to process prompts, design inputs, generated outputs, and related interaction data as necessary to operate, secure, improve, and support those services, subject to our Privacy and Cookie Policy.

Do not submit personal data, confidential information, or regulated content unless you have a lawful basis and the right to use it for that purpose.

You remain responsible for verifying AI-generated content for accuracy, bias, manufacturability, rights clearance, and legal compliance before approving, publishing, or ordering any output.

We may employ automated checks and human review to identify misuse, policy breaches, or high-risk content before designs proceed to production or supplier workflows.

You retain ownership of User Content that you lawfully upload or generate. You grant us and relevant Suppliers a limited, worldwide, non-exclusive, royalty-free licence to host, reproduce, adapt, review, manufacture, display, transmit, and distribute that content solely to operate the platform, fulfil requests, produce orders, and provide support.

Where collaboration features are enabled, you also grant the relevant collaborators the limited rights needed to view, comment on, revise, or approve shared content within the project workflow.

You represent that you have all rights, permissions, licences, and consents required for your User Content and for any instructions you give to suppliers or AI Tools.

We may remove, disable, or restrict access to content that appears unlawful, infringing, unsafe, misleading, or inconsistent with these Terms or applicable law. Repeated violations may result in permanent account closure.

Platform IP remains owned by Hutter Products GmbH, MerchandAise, or our licensors. Except where law permits, you may not copy, reverse engineer, repackage, sublicense, or create competing derivative systems from our software, models, interfaces, databases, or protected brand assets.

Order pricing, delivery timelines, payment timing, taxes, and product-specific conditions are detailed in the order flow, quote documents, supplier terms, or the Terms of Sale.

Buyers must review and approve digital proofs, configuration summaries, mock-ups, or similar production inputs before manufacturing commences. If an approval window is specified, production may begin automatically when that window expires.

Payments are processed through approved payment providers and associated financial workflows. By placing an order, you authorise charges for the approved order value, taxes, shipping, duties, and any other disclosed fees.

Suppliers must meet agreed quality standards, provide operational updates where applicable, and fulfil remediation, return, or replacement obligations as required by law or by the commercial terms governing the order.

Report any suspected fraud, payment irregularities, or unauthorised orders immediately to security@merchandaise.com so we can investigate and, where appropriate, coordinate next steps.

If the platform permits ratings, reviews, community posts, or shared examples, you must provide honest, experience-based, and non-deceptive information.

Do not post spam, fake reviews, undisclosed incentivised endorsements, or content unrelated to the relevant order, supplier, or product experience.

We may moderate, rank, label, limit, or remove community content in accordance with platform policies, the DSA, and other applicable laws. Repeat offenders may lose access to community or publishing features.

We process personal data in accordance with our Privacy and Cookie Policy, the GDPR, the Swiss Federal Act on Data Protection, and other applicable data protection regulations.

If you upload or share personal data through the platform, you must have a lawful basis for doing so and provide any notices required by law.

Account owners and administrators are responsible for access controls, internal authorisations, and team-level handling of personal data shared through their workspaces.

Requests regarding privacy rights, cookies, or data protection can be sent to privacy@merchandaise.com.

You may report illegal content, policy violations, counterfeit goods, or other harmful material through the relevant in-platform reporting flow or by emailing dsa@merchandaise.com with sufficient detail for us to identify the content.

We review notices within a reasonable timeframe, take action where appropriate, preserve records where required, and notify affected parties unless the law restricts such notice.

Where required by law, we provide information about appeal or complaint options following a moderation decision.

The platform may integrate third-party services for payments, logistics, analytics, design assistance, communications, storage, or other operational needs.

Your use of these third-party services may also be subject to their own terms, notices, and privacy policies. We do not control all third-party systems and are not responsible for their independent acts or omissions.

We may still take reasonable steps when credible reports indicate that an integrated service poses safety, compliance, security, or reliability risks for our users.

The platform is provided on an "as is" and "as available" basis. We strive to maintain the service's accuracy, security, and availability, but we do not guarantee uninterrupted access, error-free operation, or flawless output from AI or supplier systems.

To the fullest extent permitted by law, we disclaim implied warranties such as merchantability, fitness for a particular purpose, non-infringement, and warranties arising from course of dealing, course of performance, or trade usage.

Nothing in these Terms limits rights or warranties that cannot be excluded under mandatory law.

To the extent permitted by law, we are not liable for indirect, incidental, consequential, special, exemplary, or punitive losses, or for loss of revenue, profits, goodwill, data, business opportunity, or anticipated savings arising from the use of the platform.

Our aggregate liability for claims arising under these Terms is limited to the greater of EUR 500 or the total fees you paid to us in the twelve months preceding the event giving rise to the claim, unless mandatory law requires a higher amount or prohibits that limit.

These liability limits do not exclude liability for wilful misconduct, fraud, death, personal injury, or any matter that cannot lawfully be excluded or limited.

You agree to indemnify and hold harmless Hutter Products GmbH, MerchandAise, our affiliates, officers, employees, contractors, and partners against claims, losses, and reasonable costs arising from your breach of these Terms, your misuse of the platform, or your infringement of third-party rights.

We will notify you promptly of any claim covered by this section and allow you to participate in the defence or settlement, provided that doing so does not compromise our legal position or regulatory obligations.

We may suspend, restrict, or terminate access where necessary for security, fraud prevention, legal compliance, non-payment, repeated policy violations, or other material breaches of these Terms.

Where reasonably possible, we will provide notice and an opportunity to remedy the issue before permanent termination. Immediate action may be taken where delay would create risk, violate law, or threaten users or systems.

You may stop using the platform or close your Account at any time, but outstanding payment obligations, dispute obligations, and provisions intended to survive termination will remain in effect.

Please contact support@merchandaise.com first so we can attempt to resolve concerns informally and efficiently.

For business users, the parties agree to seek a good-faith resolution before initiating formal proceedings. If a separate commercial agreement mandates mediation, arbitration, or another dispute process, that process shall take precedence for the covered dispute.

Consumers may utilise any dispute-resolution channel or court access available under mandatory consumer law in their place of residence.

Nothing in this section prevents either party from seeking urgent injunctive relief, protective measures, or regulatory remedies where such options are available.

These Terms are governed by Swiss law, without regard to conflict-of-law rules, except where mandatory law in your place of residence requires a different outcome.

If you are a business user and no more specific agreement applies, the courts with jurisdiction over Marbach SG, Switzerland have exclusive jurisdiction over disputes arising under these Terms.

Consumers may bring claims in any forum available under mandatory consumer-protection law.

We may update these Terms to reflect legal developments, product changes, new features, security measures, operational requirements, or clarifications regarding the platform's functionality.

Significant changes will be communicated via the website, the dashboard, or email prior to their implementation, unless immediate changes are necessary for legal or security reasons.

Your continued use of the platform following the effective date of an updated version indicates your acceptance of the revised Terms, unless applicable law stipulates a different acceptance process.

If any provision of these Terms is deemed invalid, illegal, or unenforceable, the remaining provisions shall remain in effect.

Any invalid provision will be interpreted or replaced, where feasible, in a manner that most closely aligns with its intended commercial and legal purpose.

These Terms, along with the Platform Policies and any specific commercial documents applicable to your order or account, constitute the entire agreement governing the use of the platform concerning the relevant subject matter.

The English version of these Terms is the authoritative version. Localised translations are provided for convenience and to enhance accessibility for users in supported markets.

In the event of any discrepancies between a translation and the English version, the English version shall prevail unless mandatory local law stipulates that the localised wording takes precedence.

For general support, please contact support@merchandaise.com. For legal notices or inquiries regarding these Terms, please reach out to legal@merchandaise.com.

For data protection requests, please contact privacy@merchandaise.com. Notices related to authorities or DSA should be sent to compliance@merchandaise.com.

Operating company: Hutter Products GmbH, Fortunastrasse 5, 9437 Marbach, Switzerland.