Terms of Service

Effective Date: December 1, 2025 | Last Updated: December 11, 2025

1. Introduction and Acceptance

These Terms of Service ("Terms," "Agreement") constitute a legally binding agreement between you and Curadeco, LLC, a Delaware limited liability company ("Curadeco," "we," "us," or "our"), governing your access to and use of the curadeco.com website and all related services, features, and functionality (collectively, the "Service," "Platform," or "Services").

By accessing or using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference. If you do not agree to these Terms, you must not access or use our Services.

If you are accessing or using our Services on behalf of a business, organization, or other entity, you represent and warrant that you have the authority to bind such entity to these Terms, and references to "you" shall include such entity.

2. Service Description

2.1 Platform Overview

Curadeco operates a technology platform that bridges physical spaces and digital commerce by enabling venues to create shoppable digital storefronts. Our Services include:

Software tools enabling venues to create and manage digital storefronts
Technology to generate QR codes that connect physical spaces to digital shopping experiences
Automated tracking of affiliate commissions from qualifying purchases
Revenue sharing system for commissions generated through the Platform
Analytics and reporting tools for storefront performance
Payment processing for revenue share distributions

2.2 Nature of Our Role

You understand and agree that:

Curadeco is a technology platform provider and affiliate marketing facilitator
We provide software and tools; we do not sell, ship, or handle any products directly
All purchases are made directly between customers and third-party retailers through affiliate links
We are not a party to transactions between customers and merchants
We do not guarantee product availability, pricing, quality, or merchant service
We facilitate commission tracking and revenue sharing but are not responsible for merchant policies

2.3 Service Availability

While we strive to provide continuous access to our Services, we do not guarantee uninterrupted or error-free operation. We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time, with or without notice. We shall not be liable to you or any third party for any modification, suspension, or discontinuance of our Services.

3. Account Registration and Eligibility

3.1 Eligibility Requirements

To create a Venue Partner account and participate in our revenue sharing program, you must:

Be at least eighteen (18) years of age
Have the legal capacity to enter into binding contracts
Have the authority to bind any entity you represent
Provide accurate and complete registration information
Not be prohibited from using our Services under applicable law

3.2 Account Registration

When creating an account, you agree to:

Provide accurate, current, and complete information
Maintain and promptly update your account information
Keep your password secure and confidential
Accept responsibility for all activities under your account
Immediately notify us of any unauthorized use of your account
Not create multiple accounts without our express permission
Not transfer your account to another party without our consent

3.3 Account Verification

We reserve the right to verify your identity and business information, which may include:

Requesting business registration documents
Confirming your authority to act on behalf of your business
Conducting background checks as permitted by law

Our payment processor, Stripe, will separately verify identity and collect tax information as required for payment processing and regulatory compliance.

Failure to provide requested verification information may result in account suspension or termination.

4. Platform Usage and Revenue Sharing

4.1 Nature of Platform Relationship

Curadeco operates a software platform that enables venues to create and monetize digital storefronts. Your relationship with Curadeco is that of a platform user participating in our revenue sharing program. This relationship is characterized by:

You use our software tools to create and manage your digital storefront
Curadeco provides the technology infrastructure and affiliate network relationships
Revenue generated through the Platform is shared between you and Curadeco
No employment, contractor, partnership, or agency relationship exists or is intended
You operate your own independent business and use our Platform as a tool

This is a platform user relationship similar to content creators on social media platforms or sellers on e-commerce marketplaces, not a service provider arrangement.

4.2 Venue Responsibilities

As a platform user, you agree to:

Ensure all product information you display is accurate, current, and not misleading
Maintain appropriate rights to use all content you upload
Comply with all applicable federal, state, and local laws and regulations
Display QR codes and marketing materials appropriately in your physical space
Handle venue-specific customer service inquiries
Not engage in any deceptive or fraudulent practices
Comply with FTC disclosure requirements for affiliate marketing
Properly report and pay taxes on revenue share income

4.3 Content Standards

All content you submit must:

Be accurate and truthful
Not infringe any third-party intellectual property rights
Not contain offensive, defamatory, or discriminatory material
Not promote illegal activities or prohibited products
Not contain viruses, malware, or harmful code
Comply with our content guidelines and policies

4.4 Prohibited Products

The following products may not be promoted through our Platform:

Weapons, firearms, ammunition, or explosives
Adult content or sexually explicit material
Illegal drugs or controlled substances
Counterfeit or stolen goods
Products that violate intellectual property rights
Tobacco products or vaping devices
Products subject to regulatory restrictions
Any items prohibited by our affiliate network partners

4.5 License Grant

By uploading content to our Platform, you grant Curadeco a worldwide, non-exclusive, royalty-free, sublicensable, and transferable license to use, reproduce, distribute, prepare derivative works of, display, and perform your content in connection with our Services and business operations. This license continues even if you stop using our Services, solely to the extent necessary to maintain archived or cached content.

5. Revenue Sharing and Payments

5.1 Revenue Sharing Structure

When qualifying purchases are made through affiliate links in your storefront, the commission revenue is shared as follows:

Your Share: Seventy percent (70%) of net affiliate commissions
Platform Share: Thirty percent (30%) of net affiliate commissions

This revenue sharing structure is subject to change with thirty (30) days advance notice.

5.2 Commission Tracking and Verification

Commissions are tracked through third-party affiliate networks using our technology
Commission amounts are subject to merchant verification and confirmation
Confirmation periods typically range from 30 to 90 days depending on the merchant
We are not responsible for tracking errors by merchants or affiliate networks
Revenue share is only earned on completed, non-refunded purchases

5.3 Payment Terms

Revenue share payments are subject to the following terms:

Payment Schedule: Revenue shares are paid sixty (60) days after the end of the month in which the commissions were earned (e.g., January commissions are paid on or before April 1st)
Hold Period: This 60-day period allows for payment verification and accounts for typical product return windows
Minimum Threshold: One hundred dollars ($100.00) minimum for payout
Rollover: Revenue shares below the threshold roll to the next payment period
Payment Method: Primary method is direct deposit via Stripe Connect
Payment Responsibility: You are responsible for maintaining valid payment information

5.4 Commission Reversals and Adjustments

Revenue shares may be reversed or adjusted for:

Product returns or refunds within ninety (90) days of purchase
Canceled orders or failed transactions
Fraudulent purchases or policy violations
Merchant errors or disputes
Chargebacks or payment disputes

The 60-day payment hold period covers most return scenarios. However, if a commission is reversed after payment has been made, the reversed amount will create a negative balance in your account. Negative balances will be deducted from future earnings. If your account is closed with a negative balance, you agree to repay the balance within thirty (30) days.

5.5 Tax Obligations

You acknowledge and agree that:

You are responsible for your own tax obligations on revenue share income
Stripe Connect, our payment processor, will collect tax information as required by law
For US users earning over $600 annually, Stripe will issue appropriate tax forms (1099s)
International users must provide tax information to Stripe as required by their jurisdiction
You must comply with your local tax laws regarding income reporting
No taxes will be withheld from revenue share payments unless required by law

6. User Conduct and Prohibited Uses

6.1 Prohibited Conduct

You may not:

Violate any applicable laws, regulations, or third-party rights
Use our Services for any illegal, fraudulent, or unauthorized purpose
Circumvent or attempt to circumvent our Platform to avoid revenue sharing
Create false or misleading content or accounts
Interfere with or disrupt our Services or servers
Use automated systems to access our Services without permission
Attempt to gain unauthorized access to any portion of our Services
Harvest or collect information about other users
Manipulate commission tracking or engage in click fraud
Impersonate any person or entity
Sell, transfer, or assign your account without our consent

6.2 Security Violations

You may not:

Access data not intended for you
Attempt to probe, scan, or test system vulnerabilities
Attempt to breach security or authentication measures
Interfere with service to any user, host, or network
Send unsolicited email, promotions, or spam
Use any robot, spider, or other automated device to access our Services without permission

Violations may result in criminal and civil liability. We will investigate and cooperate with law enforcement authorities as appropriate.

7. Intellectual Property Rights

7.1 Curadeco's Intellectual Property

All aspects of our Services, including but not limited to the design, layout, software, code, graphics, logos, and content created by us, are owned by or licensed to Curadeco and are protected by intellectual property laws. You may not:

Copy, modify, or create derivative works of our Services
Reverse engineer or attempt to extract source code
Use our trademarks, logos, or brand elements without permission
Remove or alter any proprietary notices

7.2 Feedback and Suggestions

Any feedback, suggestions, or ideas you provide about our Services become the property of Curadeco without any compensation or attribution to you. We may use such feedback for any purpose without restriction.

7.3 Copyright Infringement

We respect intellectual property rights. If you believe content on our Platform infringes your copyright, please send a DMCA notice to:

Include: (1) identification of the copyrighted work, (2) identification of the infringing material, (3) your contact information, (4) a statement of good faith belief, and (5) a statement of accuracy under penalty of perjury.

8. Third-Party Services and Links

8.1 Affiliate Networks and Merchants

Our Services integrate with various third-party affiliate networks and merchants. You acknowledge that:

These third parties have their own terms and policies
We are not responsible for their actions, products, or services
Commission rates and terms are subject to merchant changes
You must comply with individual affiliate network terms

8.2 External Links

Our Services may contain links to third-party websites. We do not control and are not responsible for the content, privacy policies, or practices of third-party sites. Your use of third-party sites is at your own risk.

8.3 Payment Processing

Payment processing is handled by Stripe Connect. You must maintain a valid Stripe account and comply with Stripe's terms of service. We are not liable for any issues related to Stripe's services.

9. Disclaimers and Limitations of Liability

9.1 Disclaimer of Warranties

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, CURADECO DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE
NON-INFRINGEMENT OF THIRD-PARTY RIGHTS
ACCURACY, RELIABILITY, OR COMPLETENESS OF THE SERVICES
UNINTERRUPTED OR ERROR-FREE OPERATION
SECURITY OR VIRUS-FREE SERVICES

9.2 No Guarantee of Results

WE DO NOT GUARANTEE:

Any specific level of commissions, revenue, or income
Traffic, conversion rates, or sales
Product availability or pricing
Continuous service availability
Success of your venue storefront

9.3 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CURADECO BE LIABLE FOR:

Indirect, incidental, special, consequential, or punitive damages
Lost profits, revenue, or business opportunities
Loss of data or content
Cost of substitute services
Any damages exceeding the greater of $100 or the fees paid by you to us in the twelve (12) months preceding the claim

THESE LIMITATIONS APPLY REGARDLESS OF THE LEGAL THEORY, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

9.4 Exceptions

Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability, so some of the above limitations may not apply to you.

10. Indemnification

You agree to defend, indemnify, and hold harmless Curadeco, its affiliates, and their respective officers, directors, employees, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

Your use of and access to the Services
Your violation of these Terms
Your violation of any third-party rights
Any content you submit or contribute
Any dispute between you and other users or third parties
Your negligence or willful misconduct

This indemnification obligation will survive the termination of these Terms and your use of the Services.

11. Account Termination

11.1 Termination by You

You may terminate your account at any time by:

Sending a request to hello@curadeco.com
Using account closure options in your account settings

Upon termination, earned but unpaid revenue shares will be paid according to the normal payment schedule, subject to the minimum payout threshold.

11.2 Termination by Curadeco

We may suspend or terminate your account immediately if:

You violate these Terms
You engage in fraudulent or illegal activity
Your account is inactive for twelve (12) months
Required by law or legal process
We discontinue the Services

11.3 Effects of Termination

Upon termination:

Your access to the Services ceases immediately
Pending revenue shares will be paid per normal schedule (if above minimum threshold)
Content may be deleted after thirty (30) days
You remain liable for any outstanding obligations
Provisions that by their nature should survive will continue to apply

11.4 Survival

The following sections survive termination: Intellectual Property Rights, Indemnification, Disclaimers and Limitations of Liability, Dispute Resolution, and General Provisions.

12. Dispute Resolution

12.1 Informal Resolution

Before initiating formal proceedings, you agree to attempt to resolve any dispute through good faith negotiations. Contact us at hello@curadeco.com with your concern, and we will attempt to resolve it within thirty (30) days.

12.2 Binding Arbitration

If informal resolution fails, any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration conducted by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.

Location: The arbitration shall be conducted in Wilmington, Delaware, or at another mutually agreed location
Arbitrator: A single arbitrator shall be selected
Language: The arbitration shall be conducted in English
Governing Law: Delaware law shall apply
Decision: The arbitrator's decision shall be final and binding

12.3 Class Action Waiver

YOU AND CURADECO AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

12.4 Exceptions to Arbitration

The following disputes are not subject to arbitration:

Claims for injunctive relief for intellectual property violations
Small claims court actions within that court's jurisdiction
Disputes that cannot be arbitrated under applicable law

13. General Provisions

13.1 Entire Agreement

These Terms, together with our Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and Curadeco regarding the Services.

13.2 Governing Law

These Terms are governed by the laws of the State of Delaware, without regard to its conflict of law principles. You agree to submit to the personal jurisdiction of the courts located in Delaware.

13.3 Modification of Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

Posting the updated Terms with a new "Last Updated" date
Sending email notice to registered users
Displaying a prominent notice on our Platform

Your continued use of the Services after changes become effective constitutes acceptance of the modified Terms.

13.4 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary, and the remaining provisions shall continue in full force and effect.

13.5 Waiver

No waiver of any term or condition shall be deemed a further or continuing waiver of such term or any other term, and any failure to assert a right or provision shall not constitute a waiver of such right or provision.

13.6 Assignment

You may not assign or transfer these Terms or your rights under them without our prior written consent. We may assign our rights under these Terms without restriction. These Terms bind and inure to the benefit of each party's successors and permitted assigns.

13.7 Force Majeure

Neither party shall be liable for any delay or failure to perform due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, accidents, pandemics, strikes, or shortages of transportation, facilities, fuel, energy, labor, or materials.

13.8 Relationship of Parties

Nothing in these Terms creates any agency, joint venture, partnership, employment, or contractor relationship. Platform users are independent businesses using our software and have no authority to bind Curadeco. For clarity, participation in our revenue sharing program does not create an employment, contractor, or service provider relationship.

13.9 Electronic Communications

By using our Services, you consent to receiving electronic communications from us. You agree that all agreements, notices, disclosures, and other communications we provide electronically satisfy any legal requirement for writing.

13.10 Notice

Notices to Curadeco should be sent to:

Curadeco, LLC
c/o Legalinc Corporate Services Inc.
131 Continental Dr, Suite 305
Newark, DE 19713
Email: hello@curadeco.com

Notices to you will be sent to the email address associated with your account.

13.11 Export Compliance

You agree not to export or re-export our Services or any portion thereof in violation of U.S. export laws and regulations.

13.12 Interpretation

Section headings are for convenience only and shall not affect interpretation. The word "including" means "including but not limited to." The singular includes the plural and vice versa.

14. Contact Information

For questions about these Terms of Service, please contact us at:

Email: hello@curadeco.com

Mailing Address:
Curadeco, LLC
c/o Legalinc Corporate Services Inc.
131 Continental Dr, Suite 305
Newark, DE 19713
United States

15. Affiliate Disclosure

Curadeco earns commissions from qualifying purchases made through affiliate links on our Platform. All product recommendations come from independent venues. We are participants in various affiliate programs including the Amazon Services LLC Associates Program and others. Prices and availability are subject to change.

By using Curadeco's Services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.

Last Updated: December 11, 2025 | Effective Date: December 1, 2025