Become a Nearside partner.

1. Parties

Company: Nearside LLC, organized under the laws of the State of Georgia ("Glow Passes").

Merchant: The beauty, wellness, or personal care business executing this Agreement and participating in the Nearside marketplace.

2. Effective Date

This Agreement becomes effective on the date both parties have executed it and remains in effect until terminated under Section 7.

3. The Nearside Marketplace

Nearside operates an online marketplace connecting beauty, wellness, and personal care merchants with consumers seeking discounted service experiences. Nearside markets, promotes, and sells Merchant service offers on behalf of the Merchant. The Merchant is solely responsible for honoring and fulfilling all offers sold through the platform.

4. Services & Offer Details

Merchant agrees to list and honor all service offers submitted through the platform. Each offer must include: (a) the service name and full description; (b) the standard retail price; (c) the Glow Passes listed price; (d) the offer validity period; and (e) any applicable restrictions or exclusions. All offers are subject to review and approval by Nearside and may be declined or removed if they do not meet platform standards.

5. Merchant Obligations

• Honor and fulfill all service offers purchased through the platform per the listed description, price, and terms.
• Provide services professionally and in compliance with all local, state, and federal laws and licensing requirements.
• Ensure all personnel performing services are properly licensed and certified as required by law.
• Respond to customer booking and redemption requests in a timely manner.
• Maintain accurate, up-to-date offer listings and notify Nearside promptly of any changes to services, availability, pricing, or operations.
• Maintain a physical location or otherwise remain capable of fulfilling the listed services.

6. Revenue Share & Payouts

6.1 Revenue split. Merchant receives 60% of the total sale price collected per transaction. Nearside retains 40% as its platform and marketing fee.

6.2 Payout schedule. Nearside remits Merchant's earned share on a biweekly basis, every other Friday, subject to a minimum disbursement threshold of $250.00. Balances below the threshold roll over until met, then disburse on the next scheduled Friday.

6.3 Dispute holds. In the event of an open customer dispute, chargeback, or refund claim attributable to the Merchant, Nearside may withhold only the portion of the payout tied to the disputed transaction(s). All non-disputed earnings disburse on schedule.

7. Term & Termination

7.1 No early termination fee. 7.2 Merchant may terminate at any time by written notice via email; effective upon confirmation or within 30 days, whichever is earlier. 7.3 Nearside may terminate immediately for material breach, failure to fulfill pre-sold offers, violation of law/licensing, or conduct harmful to the platform or its customers. 7.4 On business closure, Merchant must give 30 days' notice; Nearside may refund unredeemed passes and recover those amounts from any outstanding Merchant balance. 7.5 Obligations regarding pre-sold offer fulfillment, privacy, confidentiality, dispute resolution, and indemnification survive termination.

8. Customer Disputes & Service Complaints

Customers purchase the right to receive services directly from the Merchant. All complaints regarding quality, delivery, scheduling, or fulfillment shall be resolved by the Merchant. Nearside is not responsible for the quality, safety, legality, or fulfillment of any services. Where a customer requests a refund due to Merchant's failure to honor a purchased offer, Nearside may issue the refund and recover the amount per Section 6.3.

9. Limitation of Liability & Indemnification

To the maximum extent permitted by law, Nearside LLC shall not be liable for any indirect, incidental, consequential, special, or punitive damages arising out of or related to this Agreement or the services provided by Merchant.

Merchant agrees to indemnify, defend, and hold harmless Nearside LLC, its members, officers, employees, agents, and affiliates from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of: (a) Merchant's breach; (b) failure to fulfill purchased offers; (c) any injury or damage caused by Merchant's services; or (d) Merchant's violation of applicable law.

10. Dispute Resolution & Arbitration

Disputes shall first be addressed through good-faith negotiation. If unresolved within 30 days, either party may submit the dispute to binding arbitration in the State of Georgia under the rules of the American Arbitration Association. Each party bears its own costs unless the arbitrator decides otherwise. Either party may still seek emergency injunctive relief in a court of competent jurisdiction.

11. Customer Data, Privacy & Permitted Use

11.1 Merchant receives only the data necessary for fulfillment and permitted marketing. 11.2 Permitted uses include fulfillment and direct marketing. 11.3 Prohibited: selling, licensing, or transferring customer data to any third party; use for any business other than Merchant's own; any processing that violates applicable privacy laws including the Georgia Personal Data Privacy Act.

12. General

Governed by the laws of the State of Georgia. This Agreement is the entire agreement between the parties. Amendments must be in writing and signed by both parties. If any provision is unenforceable, the rest remain in force. The parties are independent contractors.

13. Acknowledgment

By signing the Nearside Merchant Signup Form and affixing your digital signature, you acknowledge that you have read, understood, and agree to be bound by all terms of this Merchant Services Agreement on behalf of yourself and your business.