Scope and agreement
These Terms apply to members who list, promote, buy, sell, sponsor, book, license, subscribe to, or otherwise transact for services, courses, memberships, physical or digital products, sponsorships, and related offers through FocalShift.Network (“Marketplace Activity”). They supplement the Terms of Service and FocalShift.Network Terms Addendum. A member offering something is a “Seller,” and a member purchasing or funding it is a “Buyer.”
FocalShift’s role and merchant of record
FocalShift provides technology that helps independent members discover each other, communicate, contract, pay, and manage fulfillment. The checkout, receipt, or transaction record identifies the merchant of record for a transaction. Unless FocalShift AI is expressly identified as the seller or merchant of record, the member Seller provides the offer and is responsible for its description, contract, taxes, licenses, safety, quality, delivery, warranties, cancellations, refunds, and legal compliance.
FocalShift is not an employer, agent, broker, joint venturer, insurer, guarantor, or professional-services provider for independent members. We do not guarantee identity, credentials, availability, results, demand, revenue, audience size, conversion, delivery, or the truth of member statements. Verification or ranking is not an endorsement.
Eligibility and seller verification
Marketplace Activity is limited to adults authorized to enter the transaction. Sellers must provide accurate legal name, business address, contact, tax, banking, beneficial-owner, and identity information requested for payments, risk, or compliance and keep it current. We and payment providers may verify information, screen sanctions and fraud risk, and pause listings, transactions, or payouts until verification is complete.
A Seller that meets an applicable high-volume threshold must timely provide and periodically certify required bank, tax, government-identification, and contact information. Required seller disclosures may appear on listings or order records. Failure to provide, verify, or update required information may result in suspension.
Seller obligations
Sellers must accurately describe the offer, total price, recurring charges, availability, material limitations, qualifications, delivery timing, cancellation and refund rules, and any terms the Buyer must accept. Sellers must honor advertised commitments, respond in good faith, maintain required licenses and permits, keep legally required records, protect personal information, and carry insurance appropriate to the activity when customary or required.
Sellers may not make deceptive earnings, health, performance, or outcome claims; evade fees; manipulate reviews; discriminate unlawfully; or move a transaction off-platform to avoid protections or obligations.
Servicios
A service listing must state the scope, deliverables, schedule, dependencies, revision or change process, price, expenses, cancellation rules, and objective acceptance criteria where appropriate. The parties are responsible for confirming these terms before work begins. Sellers must disclose material conflicts and any license or credential required for regulated work. Buyers must provide timely access, information, decisions, and approvals. Unless expressly agreed, no particular business, financial, creative, legal, health, or other result is guaranteed.
Courses and digital content
Course and digital-content listings must describe the curriculum or files, instructor, prerequisites, access period, delivery method, update policy, support, completion requirements, certificate status, and technical requirements. Purchase grants only the personal or organizational license stated in the listing; Buyers may not redistribute, resell, share credentials, or remove rights-management measures. Sellers must state when access begins and honor any mandatory cancellation or withdrawal rights for digital delivery.
Memberships and recurring offers
A membership listing must clearly identify included benefits, billing frequency, renewal terms, trial or introductory period, minimum commitment, material limits, how to cancel, and when cancellation takes effect. Sellers must obtain the legally required consent before charging and provide renewal notices where required. Cancellation must be reasonably accessible through the provided account or support process. Benefits may evolve, but a material reduction does not eliminate rights provided by the listing or applicable law. “Lifetime” access may be offered only when the duration and material conditions are defined clearly.
Physical and digital products
Product listings must accurately state condition, authenticity, dimensions or specifications, compatibility, safety information, inventory, price, shipping charges, delivery estimate, geographic restrictions, returns, warranties, and whether an item is physical or digital. Sellers are responsible for product safety, labeling, recalls, authenticity, export and import restrictions, fulfillment, and legally required remedies. Title and risk of loss pass as stated in the listing or, if not stated, as required by applicable law.
Sponsorships and brand collaborations
A sponsorship listing or agreement should state campaign objectives, deliverables, channels, schedule, approvals, compensation, expenses, usage and editing rights, licensing period, exclusivity, cancellation, brand-safety requirements, and reporting methodology. Creators and sponsors must ensure claims are truthful and substantiated and must place a clear, conspicuous disclosure with sponsored content as required by the Affiliate and Endorsement Policy. Audience and performance data must be accurate, but impressions, engagement, leads, and sales are not guaranteed unless the written agreement expressly provides a measurable remedy.
Buyer responsibilities
Buyers must provide accurate billing and delivery information, review the complete listing and seller terms, use purchases lawfully, cooperate with fulfillment, inspect deliveries promptly, and raise concerns in good faith. A Buyer may not misuse chargebacks, obtain a refund after consuming or retaining an offer contrary to applicable terms, infringe a Seller’s rights, harass a Seller, or use Marketplace Activity for fraud or unlawful conduct.
Prices, fees, payments, and taxes
Prices and applicable Marketplace or payment fees will be shown before confirmation or in the applicable seller plan. Buyers authorize the stated charge, including recurring charges and legally required taxes. Currency conversion or financial-institution charges may apply. Payment processing may be provided by a third party under its own terms.
Sellers are responsible for determining, collecting, reporting, and remitting taxes arising from their sales unless FocalShift or a payment provider is legally required to do so. FocalShift may collect tax forms, issue information returns, withhold amounts, or provide transaction information as required by law.
Payouts, holds, reserves, and chargebacks
Seller payouts are subject to settlement timing, verification, fees, refunds, disputes, chargebacks, fraud review, sanctions screening, reserves, and payment-provider rules. We may delay, hold, offset, or reverse amounts reasonably needed to address suspected fraud, legal process, negative balances, anticipated refunds, policy violations, or transaction risk. Sellers remain responsible for chargebacks, refunds, penalties attributable to their transactions, and amounts owed after account closure.
Cancellation, refunds, and disputes
The Seller’s disclosed policy governs unless these Terms, the Subscription, Billing, Cancellation, and Refund Policy, a written transaction agreement, payment-provider rules, or applicable law gives the Buyer greater rights. Seller policies cannot waive mandatory consumer protections. Sellers must honor promised cancellation and refund terms and promptly correct non-delivery, material misdescription, duplicate charges, or defective fulfillment.
Members should first use available transaction messaging and dispute tools to seek a good-faith resolution. FocalShift may review records, facilitate communication, issue or require a refund where authorized, restrict funds, or refer the matter to the payment provider. This assistance does not make FocalShift a party to the underlying contract.
Prohibited and restricted offers
Members may not offer illegal, stolen, counterfeit, recalled, unsafe, deceptive, infringing, or fraudulently obtained goods or services; weapons or regulated items without express authorization; illegal drugs; sexual services; human exploitation; malware or credentials; pyramid or deceptive investment schemes; fake engagement; academic cheating; unauthorized financial, medical, legal, or other regulated services; or anything prohibited by the Acceptable Use Policy. Offers must also comply with the Prohibited and Restricted Businesses Policy, payment-provider requirements, and any category, location, age, shipping, licensing, or verification restrictions.
Ranking, promotion, and advertising
Marketplace discovery may consider relevance, price, availability, location, recency, quality, responsiveness, fulfillment history, Buyer preferences, safety, and policy compliance. Paid placements or sponsored listings will be labeled where required. Ranking does not guarantee quality or sales and may change as explained in the Feed and Recommendation Transparency Policy.
Reviews and endorsements
Reviews must reflect a genuine experience and disclose material incentives. Sellers may ask for honest feedback but may not condition benefits on positive reviews, suppress legitimate criticism, review their own offers, or coordinate false ratings. FocalShift may label, decline, or remove reviews that are fraudulent, abusive, irrelevant, coerced, or otherwise violate policy.
Intellectual property and listing license
Sellers retain rights in their listing content and grant FocalShift the license needed to host, format, display, promote, and distribute listings and transaction materials. Sellers warrant that names, images, trademarks, course materials, products, and sponsorship assets are authorized. Buyers receive only the ownership or license expressly included in the transaction. Intellectual-property complaints are handled under the Copyright and DMCA Policy.
Privacy and transaction data
Buyers and Sellers may receive information necessary to communicate, fulfill, document, or support a transaction. Each party must use that information only for legitimate transaction and legal purposes, protect it appropriately, and comply with privacy and marketing laws. Sellers may not add Buyers to unrelated marketing lists without the required permission. FocalShift’s processing is described in the Política de privacidad and Network Privacy and Safety Notice.
Marketplace enforcement
We may remove or limit listings, require corrections, cancel transactions, restrict payment or commerce features, hold funds, require evidence, warn members, suspend or terminate accounts, notify payment providers or authorities, and preserve records when reasonably necessary for safety, legal compliance, fraud prevention, or enforcement. Reporting and available appeals follow the Content Moderation, Reporting, and Appeals Policy.
Risk allocation and indemnity
Transactions are between Buyer and Seller. To the maximum extent permitted by law, FocalShift is not liable for member conduct, offer quality, injury, property damage, non-delivery, professional advice, intellectual-property disputes, chargebacks, tax obligations, or expected revenue arising from an independent Seller’s offer. The disclaimers, liability limits, dispute provisions, and indemnification terms in the Terms of Service apply. Each Seller will defend and indemnify FocalShift against third-party claims arising from the Seller’s offers, fulfillment, taxes, legal violations, or infringement.
Changes and contact
We may update these Terms to reflect new marketplace features, risk controls, payment practices, and legal requirements. Existing transactions remain subject to mandatory law and the material terms accepted at purchase. Marketplace questions and reports may be submitted through FocalShift Contact.