Supplier Terms & Conditions
Overview of the Lil Bit Local Mission
Lil Bit Local is a curated marketplace that highlights the best of the best locally designed, produced and manufactured products. Our makers are passionate about their communities and their work and that is reflected in the quality and craftsmanship of their work. The mission of Lil Bit Local is to provide customers with innovative gifts & decor, while providing a platform for storytelling, sales and marketing to our makers.
For you, our Suppliers, this focus means that our mutual relationship is built on trust and that our mutual actions are consistent with the mission of Lil Bit Local. The Lil Bit Local Partner Agreement and Policies outlined here are centered on ensuring that Lil Bit Local is a fair marketplace, but do not spell out every conceivable situation or scenario. If ambiguity arises, Lil Bit Local is committed to work with our Suppliers to create clarity. It is our assumption that as a Supplier, you will interact with the Lil Bit Local Marketplace in good faith and in a manner that is consistent with trust and fairness.
In instances where we believe a Supplier is either inadvertently or intentionally not acting in a manner consistent with this agreement, we will first strive to work together to correct the specific issue. We commit that we will always be available to quickly and efficiently resolve issues to the best of our ability, and we also trust that our Suppliers will act in the same manner.
This document contains the following:
Lil Bit Local Mission
Lil Bit Local Supplier Agreement
Lil Bit Local Fulfillment Policy
Lil Bit Local Returns Policy
Lil Bit Local Pricing, Settlement and Commission Policy
Lil Bit Local Product and Listing Policy
Lil Bit Local Supplier Agreement
This Agreement is between you (“you” or “Supplier”) and Lil Bit Local. (“LBL” or “we”).
We’re excited that you have agreed to use the “Lil Bit Local Marketplace,” which is built with the Shopifiy e-commerce and marketplace platforms. Lil Bit Local will sell locally designed, manufactured and inspired products (including your products) through the Lil Bit Local Marketplace to US based customers ("customers").
- Use of the Lil Bit Local Marketplace
When you use the Lil Bit Local Marketplace, you will be bound by this Agreement and all “LBL Policies” (meaning all policies set forth on the Lil Bit Local Marketplace and elsewhere on lilbitlocal.com), which are all incorporated into this Agreement. This Agreement and all Lil Bit Local Policies may be amended or replaced (and new Lil Bit Local Policies may be added) through the process described in Section 14 (Modifications to the Lil Bit Local Marketplace and this Agreement).
You agree to provide complete and accurate information required by the Lil Bit Local Marketplace and to keep it up-to-date. You represent that you have the right and power to perform this Agreement and the transactions that you authorize Lil Bit Local to perform on the Lil Bit Local Marketplace. You are responsible for your Lil Bit Local Marketplace password(s) and for any activity through your account. You must keep your password(s) confidential and, if security of your password(s) is compromised, immediately notify Lil Bit Local and change your password(s) on the Lil Bit Marketplace.
- Product Listings with Lil Bit Local
- a) Product Listing. You agree to provide complete and accurate product information for each product that you list on the Lil Bit Local Marketplace in accordance with the specifications of the Lil Bit Local Marketplace and in compliance with the Lil Bit Local Product and Listing Policy. You agree that you will only list or sell to Lil Bit Local products that you own or control. If you operate an online marketplace, you may not list or sell to Lil Bit Local third party products that are listed on that marketplace (i.e., products that you do not either own or control). Nothing in this Agreement prohibits you from selling your products on your own or other online marketplaces, or from allowing third parties to sell their products on your own or other online marketplaces.
- b) Use of Lil Bit Local Marketplace. When you submit a listing for a product on the Lil Bit Local Marketplace, you agree to comply with and perform the sale of such product in accordance with Lil Bit Local Policies.
- c) Processing of Sales; Fulfillment. The Lil Bit Local Marketplace will determine when one of your products is sold to Lil Bit Local on the terms set forth in this Agreement, at which time Lil Bit Local will notify you of the transaction by providing you the order and shipping information to ship your product to the customer. All transactions will be in U.S. Dollars (US$).
If you sell non-personalized items, you must be capable of delivering your products to customers within two (2) - four (4) business days.
If you sell personalized items, you must be capable of delivering your products to customers within two (2) weeks from the delivery capacity
You agree to pack, fulfill, ship and deliver each product order on the Lil Bit Local Marketplace in compliance with the Lil Bit Local Fulfillment Policy. Lil Bit Local may use all order, shipping and tracking information to interact with customers. Lil Bit Local will serve as the first point of customer service for customers, and suppliers will not communicate with customers regarding shipments of products by you unless explicitly authorized by Lil Bit Local.
Suppliers deliver products to Lil Bit Local customers and have control over the sales transactions of their products to end users (Lil Bit Local customers). Under no circumstances is Lil Bit Local making an individual sale to an end user of the products sold without the Supplier’s consent. The Supplier can elect to not allow Lil Bit Local to make a sale to any Lil Bit Local customer in all circumstances. As part of the order fulfillment process, Suppliers make a flash sale to Lil Bit Local and Lil Bit Local immediately sells the product to the end user. Lil Bit Local never marks up the product as part of this flash sale. Lil Bit Local is the seller of record and Lil Bit Local will collect sales tax and remit collected taxes to taxing authorities. This approach is intended to simplify sales tax calculation and processing for both Lil Bit Local customers and Suppliers.
- d) Merchandising. Lil Bit Local may engage in merchandising, promotion and advertising of the products you offer on the Lil Bit Local Marketplace, as determined by Lil Bit Local in its sole discretion. The activities may be performed on the Lil Bit Local Marketplace or through other online or offline features or programs (including, for example, mailings or inserts), or through any third party relationships with Lil Bit Local.
- Payment and Settlement of Lil Bit Local Marketplace Transactions
Products listed on the Lil Bit Local Marketplace are sold to Lil Bit Local’s customers at a price to be determined between the Supplier and Lil Bit Local and the settlement of these transactions (including the payment to Lil Bit Local of commissions) shall occur as set forth in the Lil Bit Local Pricing, Settlement and Commission Policy.
If Lil Bit Local determines in its sole discretion that your actions may result in a dispute with a Lil Bit Local customer, Lil Bit Local may delay any payments relating to such dispute until the dispute is resolved. Lil Bit Local reserves the right to impose activity limits on some or all Lil Bit Local customers and Suppliers on the Lil Bit Local Marketplace (including, without limitation, volume or dollar restrictions). In such case(s), Lil Bit Local will not be liable to you for any transaction by Lil Bit Local that does not proceed or is withdrawn due to any of these limitations.
Lil Bit Local will bear the risk of credit card fraud (i.e., fraudulent purchases arising from the theft and unauthorized use of a third party's credit card information) occurring in connection with sales of your Products; provided, that Lil Bit Local will not bear the risk of credit card fraud in connection with any of your Products that are not fulfilled strictly in accordance with the order information and shipping information that Lil Bit Local provides you.
- Refunds and Returns
Lil Bit Local has established the terms by which Lil Bit Local customers process returns and refunds on their purchases on the Lil Bit Local Marketplace. Returns and refunds of these products between Lil Bit Local and Suppliers are detailed in the Lil Bit Local Returns Policy.
This Agreement starts at the time you complete registration on the Lil Bit Local Marketplace and then continues until terminated by you or Lil Bit Local. You may terminate this Agreement for any reason at any time by notifying Lil Bit Local through the means then specified by Lil Bit Local on the Partner Portal. Lil Bit Local may terminate this Agreement for any reason at any time by notice to you. Upon termination, any rights and obligations of you and Lil Bit Local with respect to any outstanding sale transaction (including fulfillment and returns) will survive until completed as set forth in this Agreement. The following Sections also survive any termination of this Agreement: 3 (Payments), 5 (Term), 6 (Licenses; Intellectual Property), 7(c) (Recalls and Product Defects), 7(g) (Lil Bit Local customer Personal Information), 8 (Indemnification), 9 (Disclaimer and General Release), 11 (Limitation of Liability), 11 (Taxes), 12 (Relationship of Parties), 15 (Confidentiality), 16 (Governing Law and Disputes) and 17 (Miscellaneous).
- Licenses; Intellectual Property
- a) License relating to your Products. You agree to grant Lil Bit Local the right and license relating to your products and product-related content that is set forth in the Lil Bit Local Product and Listing Policy. Nothing in this Agreement will impair Lil Bit Local’s rights under applicable law to list and display products without a license (e.g., through fair use, a third party license, or referential use under trademark law).
- b) Licenses (Supplier). You grant Lil Bit Local a limited royalty-free, non-exclusive, worldwide right and license to use your name and logo during the term of this Agreement to accurately promote your relationship with Lil Bit Local. Upon termination of this Agreement, you may revoke the license under this Section 7(b). Notwithstanding anything to the contrary, Lil Bit Local agrees that it will not alter your trademark or logo (except to re-size trademarks to the extent necessary for presentation, so long as the relative proportions of such trademarks remain the same).
- c) Suggestions. Lil Bit Local will be free to use any suggestions, comments, ideas, improvements, or other feedback or materials (together, “Suggestions”) that you (or any third party related to you) provide to Lil Bit Local in connection with the Lil Bit Local Marketplace (including without limitation any functionality, technology, appearance, design, or business model modifications relating to the Lil Bit Local Marketplace or other area of Lil Bit Local.com). You disclaim any and all ownership rights in any such Suggestions. For purposes of this section, Lil Bit Local’s use includes the ability to use, disclose, reproduce, modify, license, transfer and otherwise distribute, and exploit any of the foregoing in any manner.
- d) Ownership of Lil Bit Local Website and Technology. As between Lil Bit Local and Supplier, Lil Bit Local owns all technology, infrastructure, know-how, design features, methods and materials used to provide, maintain and display the Lil Bit Local Marketplace (and all intellectual property therein), including all information and data related to how Lil Bit Local customers and other users view, navigate and use the Lil Bit Local Marketplace, and all manner of connectivity and association (such as those relating to cookies or device identifiers) between Lil Bit Local customers and users and the Lil Bit Local Marketplace.
- Other Provisions regarding Products, Lil Bit Local customers and the Parties
- a) Compliance with Laws and Lil Bit Local Policies. Each party and its agents, subcontractors and suppliers will comply with all applicable laws in the performance of this Agreement. You will also ensure that your products and all product information for your products comply with all applicable laws and all Lil Bit Local Policies.
- b) Ownership of Products; Title and Risk of Loss. Title to and risk of loss for shipment of tangible product will transfer to Lil Bit Local and then immediately to the customer upon your delivery to the common carrier for shipment to the customer. You will remain responsible to the Lil Bit Local customer for your products as set forth in this Agreement and the Lil Bit Local Policies.
- c) Recalls and Product Defects. You will notify Lil Bit Local promptly as soon as you have any public or private knowledge of any recalls (private or public), defects or non- conformities that apply to any of your products. You are solely responsible to Lil Bit Local and the Lil Bit Local customers for the condition of your products, including any non-conformity or defect in your products or any public or private recall of your products and for all costs relating thereto, and to comply with all applicable laws relating to product recalls, defects and non-conformities for products sold by you. If a customer has a quality complaint or reports a defect, it will be handled case by case with Lil Bit Local staff. If it is determined that there was an issue with quality of construction, Lil Bit Local will reach out to you to determine quickest resolution. This may include but is not limited to returning original damaged product (at expense of the customer) to you,you replacing the piece (free of charge) and sending it back to the customer.
- d) Insurance. Initially, Lil Bit Local will not require any insurance from you. However, Lil Bit Local reserves the right to require you to maintain at your expense reasonable levels of insurance relating to you or your products, as determined by Lil Bit Local, if you exceed Lil Bit Local- determined sales value and/or volume thresholds or for other reasons related to potential risk. This insurance may include commercial general, umbrella and/or excess liability insurance with the insurance limits determined by Lil Bit Local. Lil Bit Local may require such policy to name Lil Bit Local and its assignees as additional insureds (with an insurance certificate provided to Lil Bit Local).
- e) Other Financial Matters. You are responsible for all of your expenses in connection with this Agreement, except where this Agreement explicitly provides otherwise. You will allow Lil Bit Local to verify your financial information and procure credit reports about you, and you agree to comply with all reasonable information requests by Lil Bit Local to undertake these activities.
- g) Lil Bit Local customer Personal Information. As a result of sales and other activity through the Lil Bit Local Marketplace, you will receive information about identified or identifiable Lil Bit Local customers and related third parties (such as third parties to whom Lil Bit Local customers designate as recipients of shipments), including without limitation names, contact information, purchase information, and the fact that individuals have a relationship with Lil Bit Local (“Lil Bit Local customer Personal Information”).
- There are restrictions on your use of Lil Bit Local customer Personal Information. You may use the Lil Bit Local customer Personal Information to perform your obligations and exercise your rights under this Agreement and for purposes of legal compliance. You may not directly or indirectly use Lil Bit Local customer Personal Information to (a) contact any Lil Bit Local customer that has ordered product that has not yet been delivered, or any related individual such as a designated shipment recipient, with the intent to offer or solicit any purchase, (b) call a Lil Bit Local customer for any reason (including any fulfillment questions which should be handled by carriers except for any fulfillments that require a scheduled delivery with the Lil Bit Local customer), (c)solicit additional information from the Lil Bit Local customer or related individual (which in any case would be deemed Lil Bit Local customer Personal Information) or (d) sell or otherwise transfer Lil Bit Local customer Personal Information to any third party.
Lil Bit Local does allow select marketing communication with the Lil Bit Local customer through the inclusion of marketing materials within the packaging of Lil Bit Local orders shipped. All marketing materials and communications must comply with the Lil Bit Local Product and Listing Policy.
Additionally, as a result of leveraging the Lil Bit Local Marketing Services, a Supplier acquires a Lil Bit Local customer’s contact information, the Lil Bit Local Supplier may then contact the customer for marketing purposes using the information provided via Lil Bit Local, except as explained in the following paragraph. In any case, however, if Lil Bit Local indicates to you that the relevant individual has opted out of Supplier marketing, then you may not use the Lil Bit Local customer Personal Information to contact the individual (e.g. by telephone, or email) to solicit or induce a purchase, rental, lease, or exchange of products, goods, property, or services.
Regardless of any opt-out information that Lil Bit Local provides to you, this Section does not restrict your use of information that you acquire or develop outside the context of Lil Bit Local and without the use of Lil Bit Local customer Personal Information or other Lil Bit Local Confidential Information. For example, if you have a pre-existing relationship with an individual who also is a Lil Bit Local customer, and you already have their contact information, this Agreement does not prevent you from contacting them with that contact information for marketing purposes, but you cannot, for example, target that Lil Bit Local customer because of information learned through transactions made on the Lil Bit Local Marketplace or otherwise due to the fact that the Lil Bit Local customer has a relationship with Lil Bit Local.
You agree to indemnify, defend and hold harmless Lil Bit Local and Lil Bit Local’s Representatives (as defined below) against any claim, loss, damage, settlement, cost, expense or other liability (each, a "Claim") arising from or related to (a) your products, including without limitation, the sale and fulfillment of your products, any actual or alleged infringement of any related intellectual property rights in your products and any actual or alleged personal injury, death or property damage related to your products, (b) any breach of your obligations under this Agreement or (c) any taxes owed by you as set forth in this Agreement. You will use counsel reasonably satisfactory to Lil Bit Local to defend any indemnified Claim, and Lil Bit Local may control the defense of any indemnified claim (at Lil Bit Local’s cost) to the extent Lil Bit Local determines that any indemnified Claim might adversely affect Lil Bit Local.
Neither party may consent to a settlement or entry of any judgment related to a Claim without the other party’s prior written consent, which may not be unreasonably withheld. “Lil Bit Local’s Representatives” means Lil Bit Local’s employees, officers, directors, investors, service providers, agents and advisors.
- Disclaimer and General Release
The Lil Bit Local Marketplace, including all content, software, functions, materials and information made available on the Lil Bit Local Marketplace is provided to you “as is.” You agree that you are using the Lil Bit Local Marketplace at your own risk. To the fullest extent permissible by law, Lil Bit Local disclaims (a) any and all representations and warranties related to this Agreement, (b) any implied warranties relating to this Agreement (such as implied warranties of merchantability, fitness for a particular purpose or non-infringement) and (c) any other obligation, or liability to you or any third party, whether or not arising from Lil Bit Local’s negligence.
Lil Bit Local does not warrant that the functions and software contained in the Lil Bit Local Marketplace will meet your requirements. Lil Bit Local does not guarantee that the Lil Bit Local Marketplace will be available, timely, secure, uninterrupted or error free. Lil Bit Local will not be responsible for any service interruptions, including without limitation those relating to any sales transactions. Lil Bit Local will not be liable for any delay or failure to perform any of Lil Bit Local’s obligations under this Agreement by reasons, events or other matters beyond Lil Bit Local’s reasonable control.
- Limitation of Liability
Except with respect to obligations arising under Sections 3 (Payments), 8 (Indemnification) and 15 (Confidentiality), neither party will be liable to the other party (whether in contract, warranty, tort or for claims of negligence, product liability or other claim) for any loss of profit, revenue, business, or data or indirect, punitive or consequential damages arising out of or relating to this Agreement, even if such party has been advised of the possibility of such costs or damages. Lil Bit Local’s aggregate liability arising out of or in connection with this Agreement (or transactions contemplated by this Agreement) will not exceed the total amounts paid by you to Lil Bit Local during the six- month period prior to the date your claim arose.
Lil Bit Local will be responsible for collection of tax on sales of product to Lil Bit Local customers. Lil Bit Local will provide to you a Wisconsin Sales & Use Tax Certificate (“Certificate”), and in return you agree not to charge Lil Bit Local any taxes on the sale of product to Lil Bit Local. States may have different requirements regarding tax resale exemption, including but not limited to laws regarding drop ship transactions. All fees payable by you to Lil Bit Local under this Agreement are exclusive of any applicable taxes.
For purposes of this Agreement, the term “taxes” means all sales taxes, taxes on goods and services, value added and consumption taxes, use taxes, excise taxes, import and export fees, regulatory fees, levies or similar charges and duties assessed or required to be collected or paid for any reason in connection with the promotion, offer, sale or fulfillment of any products by you in connection with the Lil Bit Local Marketplace.
- Relationship of Parties
You and Lil Bit Local are independent contractors, and nothing in this Agreement will create any partnership, joint venture, agency, sales representative or employment relationship between us. This Agreement is for the sole and exclusive benefit of Lil Bit Local, Lil Bit Local customers and you, and there are no other third party beneficiaries under this Agreement.
- Modifications to the Lil Bit Local Marketplace and this Agreement
As a start-up, we may be making frequent changes and improvements to Lil Bit Local’s platform (including the Lil Bit Local Marketplace), products and services. Lil Bit Local may also amend this Agreement, including by amending, revoking, or adding new Lil Bit Local Policies at any time and at Lil Bit Local’s sole discretion, by posting the updated or new versions (or notice of revocation) or a link to them on a designated portion of the Lil Bit Local Marketplace. Unless the updated or new document specifies a longer delay before its effective date, the changes will take effect at the earlier of (i) 10 days after the posting to the designated area or (ii) your express acceptance of them, such as via a click-through process.
If you do not agree with these changes, you must discontinue use of the Lil Bit Local Marketplace and terminate this Agreement as specified in Section 5 before the 10-day period expires. To be clear, changes to Section 16 will not apply to claims that accrue prior to the effective date of the changes, which will continue to be governed by the version of Section 16 that was effective upon accrual of the claim. The foregoing does not, however, negate any other termination rights held by either party.
- Control of Site
Notwithstanding anything to the contrary, Lil Bit Local has the right in Lil Bit Local’s sole discretion to determine the content, appearance, design, functionality and other aspects of the Lil Bit Local Marketplace, including the right to re-design, modify, remove and alter the content, appearance, design, functionality, and other aspects of the Lil Bit Local Marketplace and any element, aspect, portion or feature thereof (including any product listings). Lil Bit Local also has the right to cease providing to you access to the Lil Bit Local Marketplace at any time and without notice or to delay, halt any transaction, suspend the listing or de-list any of your products, or take any other action to restrict access to or availability of any inaccurate listing, any inappropriately categorized items, any unlawful items, or any item otherwise prohibited by Lil Bit Local Policies. Lil Bit Local reserves the right to rate (or allow customers to rate) your or others products sold through the Lil Bit Local Marketplace and/or rate your performance as a Supplier on the Lil Bit Local Marketplace, and to make these ratings and feedback publicly available. Lil Bit Local also has the right to monitor any activity on the Lil Bit Local Marketplace and investigate any matters that arise from such activity.
Each party agrees to hold all Confidential Information (as defined below) of the other party in strict confidence and not use any such Confidential Information for any purpose other than to perform its obligations and exercise its rights under this Agreement. Neither party shall disclose the other party’s Confidential Information to any third party, except such party may disclose such Confidential Information to its employees, affiliates, service providers, advisors and other representatives who need to know to perform this Agreement and for internal purposes such as accounting, tax or regulatory matters. Each party agrees to be responsible for any disclosure by its employees, affiliates, service providers, advisors and other representatives and for their compliance under this Agreement. Each party shall take reasonable measures to protect the confidentiality and avoid the unauthorized use, disclosure or dissemination of the other party’s Confidential Information. Release of Confidential Information in response to a subpoena, court order, or other demand from a litigant or law enforcement entity will be permitted only if the recipient of the Confidential Information has provided the discloser with advance notice (to the extent legally permitted) to permit the discloser to seek a protective order or other appropriate remedy to protect its Confidential Information from release, and the recipient limits the release of the Confidential Information to the extent reasonably possible under the circumstances.
“Confidential Information” means all information in whatever form (e.g., written, verbal, electronic), tangible or intangible, whether disclosed or prepared upon review of such information, pertaining to the business of the disclosing party or its affiliates, subsidiaries or business associates. Confidential Information includes business, product or service plans; financial information and projections; designs, drawings, schematics, techniques, suggestions, development tools and processes; data and computer software; developments, inventions, and improvements; research and development; customer, market and marketing information (including Lil Bit Local customer Personal Information, which shall be considered Confidential Information) and the terms of this Agreement. Sales data and your Lil Bit Local Marketing Services will be considered Confidential Information. Confidential Information does not include information that (i) is or becomes publicly known, not as a result of any improper action or inaction of the party receiving such information; (ii) was rightfully in possession or known by the party receiving such information at the time of disclosure; (iii) is disclosed to the party receiving such information by a third party who rightfully possesses the information without confidentiality restrictions, (iv) is independently developed by the party receiving such information without use or reference to the Confidential Information or (v) Lil Bit Local expressly consents that you may disclose.
These obligations are in addition to, but do not supersede, the obligations set forth in Section 7(g).
- Governing Law and Disputes
- a) Governing Law. You agree that the laws of the State of Wisconsin (without regard to principles of conflict of laws) will govern this Agreement and any claim or dispute between you and Lil Bit Local discussed below.
- b) Disputes. Any claim or dispute between the parties, including any arising out of or relating to the Lil Bit Local Marketplace, or this Agreement, including any disputes as to the validity or enforceability of this Agreement, shall be finally settled by confidential arbitration in Kaukauna, Wisconsin, using the English language in accordance with the Arbitration Rules and Procedures of Judicial Arbitration and Mediation Services, Inc. (“JAMS”) then in effect, by one commercial arbitrator with substantial experience in resolving intellectual property and commercial contract disputes, who shall be selected from the appropriate list of JAMS arbitrators in accordance with the Arbitration Rules and Procedures of JAMS. The prevailing party in any arbitration or other proceeding arising under this Agreement shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees and all other expenses) incurred in connection therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be.
- Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for injunctive or other equitable relief to enjoin infringement or other misuse of intellectual property rights. For all purposes of this Agreement, the parties consent to exclusive jurisdiction and venue in the United States Federal Courts or state courts located in Wisconsin.
- c) Prohibition of Class and Representative Actions and Non-Individualized Relief. YOU AND LIL BIT LOCAL AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND Lil Bit Local AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER RETAIL PARTNERS OR OTHER SELLERS ON THE LIL BIT LOCAL PLATFORM OR LIL BIT LOCAL MEMBERS NOT INVOLVED IN SUCH CLAIM. ANY AWARD OF DAMAGES BY THE ARBITRATOR MUST BE CONSISTENT WITH THE LIMITATIONS OF LIABILITY SET FORTH IN THIS AGREEMENT, INCLUDING AS TO THE TYPES AND THE AMOUNTS OF DAMAGES FOR WHICH A PARTY MAY BE HELD LIABLE. ANY ARBITRATION OR PERMITTED LITIGATION FOR A CAUSE OF ACTION SUBJECT TO THIS SECTION MUST COMMENCE WITHIN 1 YEAR AFTER THE CAUSE OF ACTION AROSE OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.
- d) Any Disputes between you and Lil Bit Local customers or Third Parties. While Lil Bit Local may in its discretion assist you or a Lil Bit Local customer in any dispute or claim between you and a Lil Bit Local customer regarding a product purchased by the Lil Bit Local customer from Lil Bit Local under this Agreement, you release Lil Bit Local from any and all claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with any such products or any such disputes between you and a Lil Bit Local customer, or between you and any other third party.
- e) Release. You release Lil Bit Local from any and all claims, demands and damages of every kind and nature, known and unknown, suspected and unsuspected, disclosed and undisclosed, arising out of or in any way connected with Lil Bit Local’s release to law enforcement of any information, communications, content or other records that Lil Bit Local maintains about or in connection with you or your account.
You may not assign this Agreement, by operation of law or otherwise, without Lil Bit Local’s prior written consent. Subject to the foregoing restriction, this Agreement will be binding on, inure to, and be enforceable against the parties and their respective successors and assigns. Lil Bit Local may assign this Agreement in its sole discretion, including by way of merger or sale of stock, by providing you notice of the same.
Lil Bit Local will send all notices required by this Agreement to you via the Lil Bit Local Marketplace or at the e-mail address you provide on the Partner Portal (which you may change at any time on the Lil Bit Local Marketplace) or by any other means then specified by Lil Bit Local to the address you provide on the Partner Portal. You must send all notices and other communications relating to Lil Bit Local by using Lil Bit Local’s then specified method on the Lil Bit Local Marketplace or by certified mail or overnight delivery to Lil Bit Local LLC Attention: Supplier Notices, at the address for Lil Bit Local set forth on the Partner Portal.
Headings are for reference purposes only and do not limit the scope or extent of such section.
If any provision of this Agreement is held to be invalid, void or for any reason unenforceable, such provision shall be struck out and shall not affect the validity and enforceability of the remaining provisions.
A party’s failure to enforce strict performance of any provision of this Agreement will not constitute a waiver by that party of its right to enforce such provision (through strict performance or otherwise) or any other provision of this Agreement.
This Agreement and all Lil Bit Local Policies are the entire understanding and agreement between you and Lil Bit Local relating to the matters covered thereby and supersede all prior understandings and agreements of the parties relating to those matters. In the event of any conflicts between Lil Bit Local Policies and this Agreement, Lil Bit Local Policies will prevail.
Lil Bit Local Fulfillment Policy
- Performance Expectations
Lil Bit Local expects that all Suppliers consistently demonstrate excellent performance with regard to the overall Lil Bit Local customer experience. Performance metrics and targets should be considered when configuring your operational settings on the Lil Bit Local Marketplace. In order to maintain a great Lil Bit Local customer experience, every effort should be made to provide fulfillment information and maintain operational settings that provide specific delivery days as opposed to delivery date ranges. This objective can be achieved by providing specific shipping methods (e.g. UPS Ground) in the Partner Portal as opposed to general service levels. In order to ensure a positive Lil Bit Local customer experience, Lil Bit Local typically expects orders to be delivered to Lil Bit Local customers within 5 business days or less from order placement, unless personalized or monogrammed.
Lil Bit Local has defined performance metrics and targets below that illustrate the performance expectations that we have for our Suppliers.
Order Acknowledgement Time Service Level.
- Lil Bit Local expects the typical Supplier to acknowledge an order in 48 hours of showing in Ready status on Lil Bit Local’s platform.
- Lil Bit Local expects that all items on website are eligible and in stock to be fulfilled or made and fulfilled within order delivery time laid out.
Orders Shipped Rate
- This metric is defined as the percentage of complete orders shipped after acceptance.
- This metric is an indication of the inventory accuracy and health in the Supplier fulfillment network.
Order to Delivery Time
- This metric is defined as the time from when a Lil Bit Local customer places an order to delivery of the order.
- The typical Supplier will be able to deliver the package in 1 to 5 business days.
- This metric is the overall Lil Bit Local customer delivery promise time.
Lil Bit Local will work with our Suppliers to set reasonable fulfillment expectations for specialized products such as personalized, monogrammed, bulky or heavy items that may require longer time to deliver.
- Settings and Guidelines
- a) Inventory Update Frequency
- This metric is defined as the frequency that the Supplier sends available inventory quantities to Lil Bit Local or the “cap” number of units per item that a vendor would like available to sell on the Lil Bit Local Marketplace.
- The typical Supplier will refresh all inventory quantities based on velocity of sales, risk of stockout, or amount of supplies, as needed.
- There is no limit to the number of times per day that a Supplier may update inventory quantities.
- b) Shipping Definitions and Tracking Requirement
- Lil Bit Local defines an order as ‘shipped’ when it has been delivered to the shipping carrier or provider and is en route to the Lil Bit Local customer.
- Lil Bit Local expects all Suppliers to work with reliable logistics providers that are able to provide accurate carrier information and a valid package tracking number at the time of shipment. For a tracking number to be valid, it must be recognized on the carrier website at the time of shipment and provide accurate information during transit.
- c) Packaging Guidelines
- Lil Bit Local expects all Suppliers to maintain high quality standards regarding how products are packed and delivered. Items should be placed in appropriately sized boxes and packed in such a way to prevent damage. Lil Bit Local does not consider the use of packing peanuts and other similar products to be high quality packaging.
- The Lil Bit Local Marketplace will provide a printable packing slip that includes all required information for shipping the order to the customer. has specific requirements regarding what information is included on packing slips (see Preferred Packing Slip Configuration below). These requirements are intended to avoid any pricing confusion on the part of the Lil Bit Local customer as a result of Lil Bit Local customership Benefits and to avoid any potential conflict in resolving service issues.
If you cannot comply with this configuration Lil Bit Local requests that you do not provide a packing slip with the shipment(s). It is expected that Lil Bit Local customers will contact Lil Bit Local customer Services to initiate returns or to resolve any problems. You may include a free return-shipping label in the original shipment if you normally do so.
- Performance Management Process
Lil Bit Local will monitor the performance of each Supplier on an ongoing basis, with the objective of assessing each Supplier’s ability to meet our service promise to Lil Bit Local customers.
If a Supplier fails to meet expectations, Lil Bit Local will communicate these issues in a timely manner and work with the Supplier to develop an action plan. If the performance issue significantly impacts the Lil Bit Local customer experience, Lil Bit Local may suspend the Supplier’s access without advance notice.
- Order Acknowledgement (Explanation)
The Order Acknowledgment is a requirement from Lil Bit Local that a Supplier acknowledge an order when Lil Bit Local has selected the Supplier for fulfillment. The Supplier is required to acknowledge the entire order as either accepted or rejected (a fill or kill order acceptance model). This requirement means that if one item cannot be fulfilled, then the entire order should be rejected. You may receive a new order for the items that can be fulfilled. Conversations between Lil Bit Local and the Supplier will guide the desired configuration for this Supplier setting.
Lil Bit Local Returns Policy
Lil Bit Local strives to take the hassle out of returns for both Suppliers and Lil Bit Local customers. We offer our Lil Bit Local customers a consistent returns policy across all of our Suppliers, where Lil Bit Local handles customer interactions and managing returns and refund payments.
It is expected that Suppliers mirror their existing return shipping cost policy. If return shipping is free whether by policy or common practice, then the Supplier is expected to pay for return shipping costs. In general, Lil Bit Local will generate a return shipping label or facilitate the return using an appropriate carrier and method that provides the ability to track return shipments.
If Lil Bit Local has deemed that your error (or your agent’s error) was the reason for a return (e.g., you shipped an incorrect item to a Lil Bit Local customer or an item was damaged/defective), you will be responsible for return shipping costs regardless of your normal return shipping cost policy.
- Lil Bit Local customer Return and Refund Policy
Lil Bit Local customers have the right to request free returns of items for up to 14 days after the initial delivery date.
Returned items must meet the following requirements:
- The item is not a Personalized or Monogrammed order
- The item must still be new, in the original packaging and with the original tags still attached.
- Damaged, defective and incorrect items delivered to Lil Bit Local customers may be returned at no added charge. Lil Bit Local must be contacted and made aware of the damaged or defective merchandise within 48 hours of customer delivery.
- The item is not an accessory such as jewelry, hats, hair accessories, makeup, bath & body, sunglasses or undergarments
- The item was not discounted from original Supplier Price
- The item is not a Holiday item purchased within 14 days before or after the intended holiday
At this time Lil Bit Local does not process exchanges, only returns, replacements and refunds.
In order to ensure this return policy is not abused by Lil Bit Local customers, the Lil Bit Local team will monitor behavior and address any issues of policy abuse. Lil Bit Local will review and determine when Lil Bit Local customer accounts associated with abuse will be inactivated.
- Lil Bit Local Supplier Return Policy
As described above, certain sales that Lil Bit Local makes to Lil Bit Local customers may result in returns to you and replacements and/or refunds of products fulfilled by you. If a product fulfilled by you is returned, replaced or has a refund request to Lil Bit Local, Lil Bit Local may decide to submit to you a replacement, return and/or refund request, providing the reason for the replacement, return and/or refund request. These items include but are not limited to: damaged or defective merchandise, mis-shipped items, perishable products that do not meet regulation or general customer expectation and are not resalable.
- a) Replacements
For any item(s) that Lil Bit Local needs replaced, you will receive either a return notification requesting that the item(s) be replaced upon return or receive an order that is identified as a replacement order for the previously shipped item(s). For settlement purposes, a replacement order will be treated as a separate order with the same price and commission charges as the original item(s). Upon Lil Bit Local’s return of the original item(s), the replacement order will be debited from the Supplier account. If the original item(s) cannot be returned such as if the shipment is lost, the item(s) condition prevents a return, or the cost to return the item(s) exceeds the resale value of the item(s), Lil Bit Local will request a refund for the replacement order.
- b) Returns and Refunds
Upon your receipt and processing of returned item(s), you will either replace the item(s) as described above or if a refund is requested provide the refund amount to Lil Bit Local, which Lil Bit Local will debit from your Supplier account. If Lil Bit Local determines that more than one week has passed since you received returned item(s) and you have not yet processed the returns, Lil Bit Local will initiate the returns processing for the item(s) on your behalf. The refund amount will generally equal the item(s) price set by you. This amount is the original price at which you sold the item(s) to Lil Bit Local, for resale to the Lil Bit Local customer. If it is your normal policy to also refund original shipping costs on returns, it is expected that that policy also be mirrored on Lil Bit Local.
In some cases Lil Bit Local may request a refund without a return such as if the shipment is lost, the item(s) condition prevents a return, or the cost to return the item(s) exceeds the resale value of the item(s). If Lil Bit Local deems that your error (or your agent’s error) was the reason for the return and/or refund (e.g., you shipped the incorrect item(s) or the item(s) arrived damaged/defective), it is expected that you will refund any original shipping costs paid to you in addition to the item(s) price.
Lil Bit Local will direct the return shipment to you and your provided ship from address.
- Return Processing
Lil Bit Local customers can initiate the return of products for up to 14 days after product delivery. Relating to this timing, and to ensure an appropriate Lil Bit Local customer experience, our Suppliers must accept returns for up to 30 days after the product delivery date (this excludes items on the list of Non-Returnable Products and Product Categories and other items specifically agreed to by Lil Bit Local and the Supplier). Returns arriving after 30 days from product delivery can be either accepted and approved or returned to the sender at the Supplier’s discretion.
- Performance Expectations
In order to ensure a positive Lil Bit Local customer experience, Lil Bit Local expects that all Suppliers process and complete returns within 4 business days after receiving the returned item.
- Settlement and Refund Processing
If you accept a return or refund request, Lil Bit Local will debit your Lil Bit Local account for any amount originally credited for such product. This debit will include original shipping costs if you, or your agent, are deemed at fault. In addition, Lil Bit Local will also debit your Lil Bit Local account for return shipping costs when applicable.
If upon receiving a return, you believe there is a reason that the full requested amount should not be refunded to Lil Bit Local, you may provide Lil Bit Local with the lesser amount you feel is due and associated rationale. If you believe there is a reason why the original or return shipping costs should not be debited from your account, you may dispute this charge with date and the associated rationale. Your explanation must be consistent with fair expectations and the spirit of the marketplace. Lil Bit Local reserves the right to adjust the refund amount if appropriate.
For refund amounts debited against your account, Lil Bit Local will also refund back to you the commission fee originally charged on the refunded amount.
- Non-Returnable Products and Product Categories
Select sets of items on the Lil Bit Local Marketplace are not eligible for Lil Bit Local customer return. These items include but are not limited to software, hazardous items and some health and personal care items. All items that are not eligible for return are indicated to Lil Bit Local customers on the Lil Bit Local Marketplace.
- Ownership of Returned Products
Title to and risk of loss for shipment of tangible product returned by a Lil Bit Local customer will transfer to Lil Bit Local and then immediately to the Supplier upon delivery to the common carrier for shipment back to the Supplier.
Lil Bit Local Pricing, Settlement and Commissions Policy
For each product that you list on the Lil Bit Local Marketplace, you will provide the price at which you will sell the product on Lil Bit Local Marketplace (the “Item Price”) as well as any additional shipping or handling fees for that product (the “Additional Fees”). The price that is commissionable is the Item Price + the Additional Fees (the “Supplier Price”). Lil Bit Local will comply with Supplier’s Minimum Advertised Price (“MAP”) policy if one exists.
For items sold, the date at which the sale of the item is recognized is the shipping confirmation date. This date is also the moment at which any commissions are calculated and recorded for a given transaction.
Regarding refund amounts you owe Lil Bit Local, see the Lil Bit Local Returns Policy for a detailed description of how refund amounts are determined.
Lil Bit Local uses the Shopify Marketplace app and Paypal to settle orders in real-time once the shipping confirmation is added to the order.
It is your responsibility to provide accurate PayPal banking information in order to transact with Lil Bit Local. Lil Bit Local is not responsible for any delays in payment to you that result from inaccurate banking or payment information entered via the Partner Portal.
When you sell an item on the Lil Bit Local Marketplace, Lil Bit Local will collect from you a commission fee (“Commission”). Commissions on the Lil Bit Local Marketplace are 35% unless explicitly agreed upon. Commissions are calculated from the agreed upon Supplier MAP policy.
Lil Bit Local Product and Listing Policy
Lil Bit Local will work closely with our Suppliers to ensure that we maintain the highest standards of product quality and that all information associated with the sale of products is presented honestly, responsibly and legally.
- Lil Bit Local-Maintained Product Catalog and Search Experience
Lil Bit Local maintains a curated product catalog and search experience on the Lil Bit Local Marketplace in order to ensure a clean, customer-friendly shopping experience. Lil Bit Local has sole discretion to determine which products, product categories, and brands will appear in general (i.e. non-product or brand-specific) search results on LilBitLocal.com and which products will appear only in brand-specific search results. In addition, Lil Bit Local has locked product listings and maintains control of the content, appearance, design and other aspects of each product listing.
The product list provided by the Supplier and the associated Product Content will be evaluated using Lil Bit Local’s proprietary curation process to determine which products will be included in general assortment on the Lil Bit Local Marketplace. As a result of this curation process, specific products that do not meet Lil Bit Local’s standard of quality, or products that are prohibited by Lil Bit Local, will not be available for listing on the Lil Bit Local Marketplace (see Product and Listing Guidelines). Lil Bit Local will communicate the results of this curation process to the Supplier via the Partner Portal. For items that are not selected for the Lil Bit Local Marketplace, the Supplier has the option to submit an appeal to Lil Bit Local and the item will be reconsidered.
When a Supplier provides their product catalog to Lil Bit Local, the Lil Bit Local system also evaluates the Product Content to be provided and determines which content to include in the listing for each item. Lil Bit Local will provide a process to enable Suppliers to request edits to listing details.
- Lil Bit Local Product Listing Requirements
Lil Bit Local Suppliers that want to list their items on the Lil Bit Local Marketplace are required to provide a list of products and required “Product Content” (as defined below and as dictated in the Lil Bit Local Partner Portal) for those items. Lil Bit Local requires that Suppliers provide complete information for each item listed on LilBitLocal.com and encourage our Suppliers to provide high quality data to ensure a positive consumer experience.
At a minimum, Lil Bit Local requires all of the fields below in order to create a product offer on Lil Bit Local. It is strongly encouraged that Suppliers upload all required and optional fields (identified in the Lil Bit Local Developer Portal) in order to ensure products are listed quickly and to improve the quality of listed products.
- Brand: Name of your brand or business
- Product Title: The short description of the product (≤ 500 characters)
- Product Description: The long description of the product (≤ 2000 characters)
- Product Description Bullets: At least two but preferable more unique product feature descriptions (≤ 500 characters).
- Product Variations: Color or sizes
- Relationship/Grouping Information: Information to group related SKUS as either a variation relationship or an accessory relationship (if applicable)
- Item Price: The overall price of the item. Note: this is different from the “Retailer Price” (see the Pricing section for additional details
- Pricing Policy Control: Minimum Advertised Price (MAP) or Minimum Selling Price (if applicable)
- MAP Price: The requested Minimum Advertise Price (MAP), if MAP policy is set
- Inventory: The maximum quantity of inventory for the given item available
- Product Images: In addition to a main image, an alternative image and/or swatch image must be provided. Accepted formats are .jpeg, .jpg, and .gif. Images should be 1500 x 1500 pixels or larger
- Package Dimensions: Length, width and height, in inches, of the product when in its shippable (i.e. packaged or boxed) configuration
- Shipping Weight: Weight, in pounds, of the product when in its shippable (i.e. packaged or boxed) configuration.
- Licenses; Intellectual Property
You, the Supplier, grant Lil Bit Local a royalty-free, non-exclusive, worldwide, perpetual, irrevocable right and license to use, reproduce, display, distribute, adapt, modify, re-format, create derivative works of, and otherwise commercially or non-commercially exploit in any manner, any and all Product Content provided or made available by you to Lil Bit Local. “Product Content” means the materials describing or depicting the products listed by you on the Lil Bit Local Marketplace, including product information and descriptions, photographs, videos, product data and literature, and any trademarks and copyrights relating to your products. You represent that your Product Content does not violate another party’s intellectual property rights.
Nothing in this Policy will impair Lil Bit Local’s rights under applicable law to list and display products without a license (e.g., through fair use, a third party license, or referential use under trademark law).
- Product and Listing Guidelines
Lil Bit Local requires that all Suppliers adhere to a high standard of quality regarding the products that they list on the Lil Bit Local Marketplace and the related Product Content that they provide.
All Suppliers should be authorized to sell the products that they list on the Lil Bit Local Marketplace. Suppliers must also comply with the following:
- Items are accurately represented in listings and listing photos.
- All items and Product Content provided are legal and in compliance with U.S. state and federal regulations.
- All items listed are new and in original condition. The item’s original manufacturer’s warranty (if there is one) must still apply.
- All items listed for sale must be authentic. Lil Bit Local will not allow any counterfeit product to be sold on the Lil Bit Local Marketplace.
- Lil Bit Local reserves the right to prohibit any product or product description that infringes on another’s intellectual property, including any “knock-off” products. Suppliers are responsible for ensuring that their products on the Lil Bit Local Marketplace have all appropriate intellectual property rights, including any licenses. Lil Bit Local reserves the right to make judgments about whether or not a listing is appropriate.
- All necessary Product Content is responsibly presented, including all required product warnings and disclosures - see Compliance with Consumer Product Laws.
- All items are presented in good taste as to not offend our Lil Bit Local customers and do not promote, support or glorify illegal activities or hatred toward or otherwise demean people based upon: race, ethnicity, religion, gender, gender identity, disability, or sexual orientation; including items or content that promote organizations with such views.
- Compliance with Consumer Product Laws
Each Supplier is solely responsible for ensuring and verifying that all of its products listed on the Lil Bit Local Marketplace comply with applicable federal and state laws, including cautionary statements in product descriptions. Suppliers should familiarize themselves with federal and state laws and regulations applicable to consumer products, and contact and work closely with their suppliers to ensure that all products sold are compliant with all applicable laws. Each Supplier is also responsible for updating its Product Content as necessary over time to comply with any applicable new legal requirements.
By listing a product on the Lil Bit Local Marketplace, each Supplier acknowledges and agrees that you, the Supplier, are responsible for identifying in your product description any cautionary statement (choking hazard warning) for games or toys for children, as required by federal law (15 U.S.C. § 1278). Suppliers are required to provide applicable disclosures in the Partner Portal under Product Details, with the understanding that these disclosures will be used on the Lil Bit Local Marketplace. For more information, please contact Info@LilBitLocal.com.
Lil Bit Local will list any such disclosure provided by a Supplier for a product description. If multiple Suppliers upload different descriptions, Lil Bit Local’s marketplace will default to the most inclusive description or, if applicable, the description provided by the product manufacturer.
- Handling of Product and Listing Policy Violations
Lil Bit Local takes its product listings seriously, and will always reserve the right to modify our policies at any time. In instances where we believe a Supplier is either inadvertently or intentionally not acting in a manner consistent with these policies, we will first strive to work together to correct the specific issue. Lil Bit Local reserves the right to terminate any product listing that violates our policies (in Lil Bit Local’s sole discretion) and, if the violating product comes into Lil Bit Local’s or a Lil Bit Local customer’s possession, destroy the product. Ongoing violations of this Product and Listing Policy may result in Lil Bit Local revoking the privilege to sell via the Lil Bit Local Marketplace. If appropriate, Lil Bit Local will also take legal action against a Supplier that violates this policy