Last Updated: April 14, 2025
PLEASE READ THE FOLLOWING TERMS AND CONDITIONS CAREFULLY. YOUR USE OF ANY MERCH.AI WEBSITE, INCLUDING TO PURCHASE SERVICES FROM MERCH.AI, INC., IS CONDITIONED ON YOU ACCEPTING THESE TERMS AND CONDITIONS.
These Terms and Conditions (“Terms”) form a legal contract between you and Merch.ai. and govern your use of any websites owned or operated by Merch.ai (all such websites collectively referred to hereafter as the “Site” or “Sites”).
The terms “Merch.ai,” “we,” “our,” and “us” refer to Merch.AI, Inc. and its affiliated businesses. All references to “you” and “your” in these Terms mean the person accepting these Terms as an individual or the legal entity for which the representative is acting.
You must agree to these Terms to use the Sites or any Merch.ai services. By accessing or using the Sites (including to purchase services), you are indicating that you agree to these Terms. When you agree to these Terms, you also agree to Merch.ai processing your personal information in accordance with the Merch.ai Privacy Policy. If you do not agree to these Terms or the Merch.ai Privacy Policy, do not use the Sites or purchase services from Merch.ai.
1. Terms of Sale
Merch.ai sells services through subscription plans. Additional terms may apply. When you purchase certain services or subscribe to a plan, you will be subject to specific terms (“Terms of Sale”). If these Terms ever differ from our Terms of Sale, our Terms of Sale will control.
2. Modification
Merch.ai may periodically update or modify these Terms. The date of the last update to these Terms is provided. It is your responsibility to regularly review these Terms. By continuing to purchase services from Merch.ai or use the Sites after changes to these Terms, you are indicating that you agree to the modified Terms.
THE SITE IS NOT INTENDED FOR CHILDREN YOUNGER THAN 13-YEARS OLD, AND ANYONE YOUNGER THAN 13-YEARS IS STRICTLY PROHIBITED FROM PROVIDING ANY INFORMATION TO THE SITE.
3. Content
The contents of the Sites including trademarks, logos, text, graphics, video, moving images, user interfaces, visual interfaces, photographs, sounds, music, artwork and computer code (collectively, “Merch.ai Content”), as well as the design, structure, selection, coordination, expression, look-and-feel, and arrangement of such Merch.ai Content contained on the Site is owned, controlled or licensed by Merch.ai, and is protected by unfair competition and intellectual property laws. You may not use any meta tags or other hidden text utilizing the Merch.ai name or any of our brand names or trademarks without our express written permission.
Except as expressly provided in these Terms, no part of the Site and no Merch.ai Content may be copied (including by mirroring, in-line linking, or embedding), reproduced, republished, uploaded, posted, publicly displayed, encoded, translated, transmitted or distributed in any way to any other computer, server, website or other medium for publication or distribution or for any commercial enterprise, without Merch.ai’s express prior written consent. You acknowledge that any unauthorized use of any Merch.ai Content could cause irreparable harm to us and agree that in the event of any such unauthorized use, we will be entitled to an injunction in addition to any other remedies available at law or in equity.
4. Rules for Your Use of the Sites
The Sites are strictly for you to evaluate and conduct business with us. You may not use any automated tools, programs, algorithms or methods, including those known as scrapers, robots, spiders, or deep-links or any similar or equivalent manual process, to access, copy or monitor any portion of the Site or any Merch.ai Content, and you may not obtain or attempt to obtain any information through any means not specifically provided by us. Merch.ai strictly prohibits such activity and reserves the right to take any lawful action to prevent, disrupt, or stop such activity.
You may not attempt to gain unauthorized access to any part of the Sites, to any other systems or networks connected to the Site, to any Merch.ai server, or to any of the services offered on or through the Site, by hacking, by password-mining or by any other unauthorized means. You may not attempt to penetrate or otherwise test the vulnerability of the Site, or any network connected to the Site, nor breach the security or authentication measures on the Site or any network connected to the Site.
Any permitted links to the Site must comply with all applicable laws, regulations, and Merch.ai policies. Additionally, you agree that you will not (a) take any action that, in our sole discretion, imposes, or may impose an unreasonably large load on our infrastructure, (b) interfere or attempt to interfere with the operation or function of the Site, or (c) bypass any measures we may use to prevent or restrict access to the Site.
5. User Content & Privacy
You may be required to submit certain personal information to Merch.ai, such as your name, address, phone number and age. You agree to provide Merch.ai with accurate, complete, and up-to-date information. Please see the Merch.ai Privacy Policy regarding collection of your personal information.
You agree you are solely responsible for all activity and purchases. You agree to notify Merch.ai immediately of any unauthorized use, or suspected unauthorized use, of the Sites or any other breach of security. Merch.ai reserves the right to terminate your access for any reason, including any violation of these Terms. Merch.ai is not liable for any loss or damage arising from your failure to comply with these Terms or from any losses resulting from unauthorized access to or use of the Sites. You may be liable to Merch.ai or third parties for such unauthorized access or use.
Any information you post or otherwise transmit to the Sites, including any comments, feedback, data, photos, videos, questions, or suggestions (collectively “User Content”), are considered non-confidential and non-proprietary. In other words, you waive all rights to claim that Merch.ai’s or any third-party’s use of your User Content violates any of your rights including but not limited to moral rights, privacy, intellectual property, publicity, or any other rights. Merch.ai does not guarantee that you will have any opportunity to edit or delete your User Content. You acknowledge that you, not Merch.ai, are solely responsible for the composition of any User Content.
Merch.ai prohibits, and you agree you will refrain from, posting or transmitting any defamatory, libelous, obscene, pornographic, profane, threatening, or unlawful material or any material that could incite a criminal act, give rise to civil liability, or otherwise violate any law. Merch.ai may monitor or review bulletin boards, chatrooms, discussions, postings, or transmissions in its sole discretion. However, Merch.ai has no obligation to do so and assumes no liability or responsibility arising from any User Content or for any defamation, error, inaccuracy, libel, obscenity, or profanity contained in any User Content. Merch.ai may change, edit, or remove User Content at any time, for any reason, including if Merch.ai finds, in its sole discretion, User Content to be illegal, indecent, obscene, offensive, or in any way a violation of Merch.ai’s policies. Merch.ai will cooperate fully with any law enforcement authorities or any court order requesting or directing Merch.ai to disclose the identity of anyone posting User Content.
Regarding your User Content, you represent and warrant that:
Merch.ai does not guarantee the accuracy, completeness, or usefulness of any User Content. Any opinions, advice, statements, services, offers, or other information contained in User Content are those of the author, and not of Merch.ai. You acknowledge that by providing access to the User Content on the Site, Merch.ai is acting only as a passive conduit for such User Content and is not undertaking any obligation or liability relating to any User Content or related activities on the Site.
Merch.ai does not guarantee that other users of the Sites are, or will be, compliant with the foregoing User Content rules or any other provisions of these Terms, and, as between you and us, you hereby assume all risk of harm or injury resulting from any such lack of compliance.
6. Rights You Grant to Merch.ai
Any User Content you provide remains your property. By providing User Content to Merch.ai, however, you grant Merch.ai a worldwide, perpetual, irrevocable, transferable, fully paid-up, royalty-free license, with full rights to sublicense, to use, monitor, copy, modify, translate, create derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such User Content in whole or in part, in all formats and distribution channels now known or hereafter devised without further notice to or consent from you, and without compensation or payment to you or any third-party.
By providing User Content to Merch.ai, you grant Merch.ai an unrestricted, worldwide, perpetual, irrevocable, fully paid-up, royalty-free, fully sublicensable and transferable right and license to use your name, nickname, user name, biographical information, recordings of your voice, and any illustrations, photos, video clips, portraits, likenesses or pictures of you or any other indicia of your identity as contained in your User Content, in composite or distorted form or as otherwise incorporated into other creative works of authorship, in any media, format or technology, online or offline, whether now known or discovered in the future, and in any manner without further notice to or consent from you, and without compensation or payment to you or any third-party.
By submitting User Content, you agree to release, hold harmless and indemnify Merch.ai and each of its respective officers, directors and employees from and against any and all claims, suits, actions, demands, liabilities and damages of any kind whatsoever arising out of or in connection with the use of such User Content, including, without limitation, any and all claims for false advertising, copyright infringement, invasion of privacy, violation of the right of publicity or of moral rights, and defamation.
You understand that Merch.ai is relying on your representations, grants of rights, waivers and releases in permitting you to submit User Content and use the Sites. You acknowledge that you may not terminate or rescind the grants of rights and licenses, or the releases contained in these Terms.
By purchasing products or services from Merch.ai, you grant Merch.ai a license to use any non-confidential information related to the products or services you purchased (for example images of products) free of charge and on a non-exclusive, worldwide, non-transferable, non-sublicensable, fully paid-up, royalty-free and perpetual basis for marketing purposes, including to publish and display examples of Merch.ai’s work (for example on Merch.ai’s website).
7. Third-Party Providers
In some cases, Merch.ai may, through the Sites, provide services that facilitate your connection to independent third-party providers of services (“Third-Party Provider”) which could include vendors, suppliers, or payment processors. You acknowledge and agree that the Third-Party Providers are independent entities, are separate from Merch.ai, and are not actual or apparent agents of Merch.ai in any way. Please see the Merch.ai Privacy Policy for information on third-party sites and plugins. You should always personally confirm Third-Party Provider information through your own investigation and inspection.
8. Electronic Communications
When you send information to us via the Sites or by email, you are communicating with us electronically and you consent to our review and analysis of such messages and to receive return communications, if any, from us electronically. You agree that all agreements, notices, disclosures, and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. Electronic communications are never completely private or secure. You understand and acknowledge that anything you send electronically to the Sites or Merch.ai may be read or intercepted by others. Communicating with Merch.ai electronically does not cause Merch.ai to have any special responsibility or obligation to you. Electronic communications from Merch.ai to you, including any commercial marketing and non-marketing autodialed and prerecorded calls, text messages, and faxes are governed by the Merch.ai Privacy Policy and these Terms.
9. Data Security
We maintain technical and organizational security measures designed to help protect your personal information from unauthorized access, disclosure, alteration, or destruction. Unfortunately, no data transmission or storage system is 100% secure or error free, and we cannot guarantee the security of the information we collect.
10. Warranty Disclaimer – No Warranty
Content: The Sites and the Merch.ai Content are provided “as is” and without warranties of any kind, either express or implied. To the fullest extent permissible by law, Merch.ai disclaims all warranties, express or implied, including but not limited to, all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement. Merch.ai does not warrant or make any representations regarding use of content from the Sites in terms of its correctness, accuracy, reliability, or otherwise. The contents of the Sites could include technical inaccuracies or typographical errors and could be inaccurate or become inaccurate after the posting of the content. Merch.ai has no obligation to verify or maintain the accuracy of such information.
Functionality: Merch.ai works to keep the Sites operating, but Merch.ai is not liable for any defects that may exist in the functionality of the Sites. Merch.ai expressly disclaims all warranties of any kind related to the functionality of the Sites, whether express or implied, including, but not limited to all implied warranties of merchantability or fitness for a particular purpose, title and non-infringement. Merch.ai makes no warranty that the Sites will function to meet your requirements or that your access to the Sites will be uninterrupted, timely, free of defects, or that any defects will be corrected. Merch.ai makes no warranty that the Sites will be secure, or free of viruses, worms, or other harmful components. You agree that you are solely responsible for any damage or problems caused by, or related to, visiting the Sites, including all service or repair costs for your computer equipment and software. Because some jurisdictions do not allow limitations on how long an implied warranty lasts, or the exclusion or limitation of liability for consequential or incidental damages, the above limitations may not apply to you.
11. Limitation of Liability
IN NO EVENT SHALL MERCH.AI BE LIABLE FOR ANY DIRECT, INDIRECT, WILLFUL, SPECIAL, PUNITIVE, INCIDENTAL, EXEMPLARY OR CONSEQUENTIAL, DAMAGES, OR ANY DAMAGES WHATSOEVER, EVEN IF Merch.ai HAS BEEN PREVIOUSLY ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, WHETHER IN AN ACTION UNDER CONTRACT, TORT, NEGLIGENCE, OR ANY OTHER THEORY, ARISING OUT OF OR IN CONNECTION WITH THE PURCHASE OF SERVICES FROM MERCH.AI, OR THE USE, INABILITY TO USE, OR PERFORMANCE OF THE SITES INCLUDING BUT NOT LIMITED TO INFORMATION, SERVICES, PRODUCTS, AND MATERIALS AVAILABLE FROM THE SITES. THESE LIMITATIONS SHALL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.
If this limitation of liability is held to be unenforceable, Merch.ai’s maximum liability to you shall not exceed the amount you paid to Merch.ai for the services giving rise to your claim. Some jurisdictions do not allow the limitation or exclusion of liability for certain damages, so the above limitations and exclusions may not apply to you. These Terms do not require you to waive any rights, where such waiver is prohibited by applicable law.
12. Indemnification
You agree to defend, indemnify, and hold harmless Merch.ai, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Sites, including, but not limited to, your User Content, any use of the Site’s content, services, and products other than as expressly authorized in these Terms, or your use of any information obtained from the Sites.
13. Termination
These Terms are effective until terminated by either party. If you no longer agree to be bound by these Terms, you must immediately stop accessing or using the Sites. You use the Sites at your sole risk. If you are dissatisfied with the Sites, the content, or any of these Terms, your sole and exclusive legal remedy is to discontinue using the Sites. If you breach any provision of these Terms, then you may no longer use the Sites.
Merch.ai or its suppliers or vendors may at any time and for any reason, with or without cause, and in their sole discretion, and without any prior notice or liability to you, immediately: (a) suspend or terminate your authorization to use the Sites and any membership and account you may have; (b) suspend or terminate and permanently delete and destroy any user ID, password, URL, IP address, or domain name; (c) permanently delete and destroy any User Content that you or others may have posted or submitted to the Sites or otherwise transmitted to Merch.ai; and (d) prohibit you from using the Sites in the future.
If these Terms are terminated for any reason, then these Terms, including your indemnification obligations, will continue to apply and be binding upon you regarding your prior use of the Sites. Any rights or licenses you granted to us under these Terms will survive termination. No amounts previously paid by you will be refunded.
14. Applicable Law
All matters relating to the Sites and these Terms, and any dispute or claim arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the State of Minnesota without giving effect to any choice or conflict of law provision or rule (whether of the State of Minnesota or any other jurisdiction).
15. Disputes
You agree that any disputes directly or indirectly arising out of or relating to these Terms or the Sites (including the purchase of Merch.ai services via the Sites) (“Claims”) shall be resolved exclusively in the state or federal courts located in Hennepin County, Minnesota. You hereby irrevocably expressly consent to such venue and to the exclusive jurisdiction of any such court over any Claims. You agree to commence any Claims within one (1) year after the Claim arises.
16. Trademarks
The Merch.ai name, including Merch.ai, Inc., the Merch.ai logo, and all related names, logos, product and service names, designs, and slogans are trademarks owned by Merch.ai or its affiliates or licensors. Merch.ai prohibits the use of such marks without prior written authorization from Merch.ai. All other names, logos, product and service names, designs, and slogans on the Sites are the trademarks of their respective owners.
17. Copyright Infringement Complaints
Merch.ai respects the intellectual property of others and requires that users and visitors to the Sites do the same. If the Sites allow users to post content, Merch.ai will process notices of alleged infringement and will take appropriate actions according to the Digital Millennium Copyright Act (“DMCA”).
18. Notices and Procedure for Making Claims of Copyright Infringement
Notifications of claimed copyright infringement should be sent to Merch.ai’s designated copyright agent. If you believe in good faith that content on the Sites infringe your rights under U.S. copyright law, you (or your agent) may send Merch.ai a written notice by mail or e-mail requesting that Merch.ai remove such material or block access to it. If you believe in good faith that someone has wrongly filed a notice of copyright infringement against you, the DMCA permits you to send a counter-notice to Merch.ai. Notices and counter-notices must be sent in writing and meet the then-current statutory requirements imposed by the DMCA (see http://www.copyright.gov/ for details), which, with respect to notices of infringement, currently include, among other requirements, those listed below.
To submit a notice of copyright infringement, please provide Merch.ai the following information. Please be advised that to be effective, your notice must include all of the following:
Notices of claimed copyright infringement should be directed to:
By Mail:
Merch.AI, Inc.
Legal Department
1250 Wayzata Blvd E, Suite 1200
Wayzata, MN 55391
By Email: legal@merch.ai
(Please include “Notice of Infringement” in the subject line.)
IMPORTANT NOTE: THE PRECEDING INFORMATION IS PROVIDED EXCLUSIVELY FOR NOTIFYING MERCH.AI THAT YOUR COPYRIGHTED MATERIAL MAY HAVE BEEN INFRINGED. ALL OTHER INQUIRIES, SUCH AS SERVICE-RELATED QUESTIONS AND REQUESTS, OR QUESTIONS ON PRIVACY, WILL NOT RECEIVE A RESPONSE THROUGH THIS PROCESS.
19. Remedies
All rights and remedies provided in these Terms are cumulative and not exclusive, and the exercise by Merch.ai of any right or remedy does not preclude the exercise of any other rights or remedies that may now or subsequently be available at law, in equity, by statute, in any other agreement with you, or otherwise.
20. Compliance with Law
You represent and warrant that you are, and will remain, in compliance with all applicable state, federal, and local laws, regulations, and ordinances. You represent and warrant that you have and will maintain in effect all the licenses, permissions, authorizations, consents, and permits needed to carry out your obligations under these Terms. You must notify Merch.ai immediately if You become the subject of a government audit or investigation.
21. Entire Agreement
These Terms, including and together with any applicable Terms of Sale, constitute the sole and entire agreement between you and Merch.ai with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding such subject matter.
22. Severability
If any term or provision of these Terms is found by a court of competent jurisdiction to be invalid, illegal, or unenforceable, such invalidity, illegality, or unenforceability must not affect any other term or provision of these Terms or invalidate or render unenforceable such term or provision in any other jurisdiction.
23. Waiver
To be effective, a waiver by any party of any of the provisions of these Terms must be explicitly set forth in writing and signed by the waiving party. No delay in exercising any right or remedy or failure to object will be a waiver of such right or remedy or any other right or remedy. A waiver on one occasion will not be a waiver of any right or remedy on any future occasion.
24. Assignment
You may not assign any of your rights or obligations under these Terms without Merch.ai’s prior written consent. Merch.ai may assign any of its rights or delegate any of its obligations to any affiliate or to any person acquiring all or substantially all of Merch.ai’s assets without your consent.
25. Contact Us
If you have any questions about these Terms or would like to report a violation of these Terms or other Merch.ai policies, please contact us as follows:
Merch.AI, Inc.
1250 Wayzata Blvd E, Suite 1200
Wayzata, MN 55391, USA
Email: support@merch.ai
