Fee and Payout Disclosure

Effective date: August 25, 2026 · Document key: fee_payout_disclosure · Version: approved-2026-08-24-v7 · Operator: M2 AI, LLC, a Texas limited liability company · Brand: The Vendor Lineup · Website: https://www.vendorlineup.com · Incorporated into: the Vendor Agreement by reference

Plain-language summary

Basic is free; Pro is $49/month, monthly only at launch.
You pay a vendor transaction fee on successfully captured Vendor booking amounts: 5% on Basic, 2.5% on Pro, adjusted for completed refunds. For a non-Founding Vendor, the rate is 2.5% on Basic or 1.25% on Pro for exactly 30 calendar days from first publication; the full rate applies at that end timestamp.
On a marketplace-generated booking, the Customer separately pays a Marketplace service fee of 6% of the vendor subtotal, capped at $99 — you never pay this.
Payouts flow through Stripe Connect on the normal Stripe schedule, without a routine platform hold.
Refunds reduce fees proportionally, following whatever percentage of the vendor price was refunded.
Once the separate eligibility, benefit-activation, and fee-snapshot logic is implemented, Founding Vendors receive the introductory Vendor transaction-fee rate for 12 months from first publication and six months of Pro without the subscription charge beginning when Pro becomes generally available; the former first-ten-bookings waiver is retired and does not stack.
Sponsored placement is not offered in the current release; any future sale requires a separate purchase disclosure and consent flow.
The owner-approved processor-cost and loss allocation is stated in Section 7. No real payment or payout may rely on it until collection authority, notices, records, appeals, refund/dispute operations, and tax treatment are implemented, tested, and professionally reviewed.

1. Defined terms

| Term | Meaning | | --- | --- | | "Platform," "The Vendor Lineup," "we," "us," "our" | M2 AI, LLC, operator of The Vendor Lineup at https://www.vendorlineup.com. | | "Vendor," "you" | The independent business receiving this disclosure and accepting the Vendor Agreement. | | "Vendor booking subtotal" / "fee base" | The booked services, packages, required travel charges, and add-ons or later booking additions, after Vendor-funded discounts. It excludes taxes collected on the transaction, refundable security or damage deposits, voluntary gratuities, and the Marketplace service fee itself. | | "Marketplace service fee" | The Customer-paid fee on a Platform-generated Booking (Section 3). | | "Vendor transaction fee" | The Vendor-paid fee calculated on each successfully captured Vendor booking subtotal and adjusted for completed refunds (Sections 2 and 7). | | "Vendor-sourced Booking" | A Booking attributed to the Vendor's own verified Platform short link, QR code, widget, or equivalent approved record (Section 4). | | "Founding Vendor" | A Vendor enrolled in the limited launch cohort (Section 8). |

2. Subscription tiers and vendor transaction fee

| Capability | Basic | Pro | | --- | --- | --- | | Monthly subscription | $0 | $49, monthly only at launch (no annual plan at launch) | | Vendor transaction fee | 5% of the fee base; 2.5% for first 30 calendar days | 2.5% of the fee base; 1.25% for first 30 calendar days | | Active services | 2 | 20 | | Active packages | 1 per Active service | 3 per Active service | | Active promotions | 1 | 3 | | Published storefront media | Up to 25 images plus 1 video | Up to 25 images plus 1 video | | Users | 1 Owner | 1 Owner plus up to 3 additional users | | Active campaign link/QR variants | 5 plus the default link and QR | 50 plus the default link and QR | | Analytics | Core records, lifetime aggregates, 90-day detail | Custom date ranges, funnel/campaign analysis, filters, CSV export | | External calendar connections | 1 | Up to 5 | | Embeddable booking widget | Not included | Included |

The code supports a trusted Basic/Pro entitlement record and the approved seven-day failed-renewal grace rule, but a Vendor purchase/manage flow and complete Stripe Billing synchronization are not implemented on this candidate. Pro must not be offered for sale until the purchase flow clearly and conspicuously discloses price, monthly renewal, billing frequency, cancellation method and deadline, downgrade effect, grace behavior, and any refund restriction before obtaining billing information; obtains separate affirmative consent to recurring charges; delivers a receipt; and provides a simple cancellation method. An implemented upgrade would take effect immediately and would not change the rate already snapshotted for an existing Booking; an implemented cancellation would stop future renewal and keep access through the paid term, without a prorated refund, subject to applicable law.

The vendor transaction fee is calculated when a Vendor amount is successfully captured for every Booking — Platform-generated or Vendor-sourced — at the rate snapshotted for that Booking. Section 7 governs later adjustments when a refund is completed.

3. Marketplace service fee (Customer-paid)

For a Platform-generated Booking, the Customer pays a Marketplace service fee of 6% of the Vendor booking subtotal, capped at $99 per booking. Vendor-sourced bookings retain no Marketplace service fee. This fee is disclosed and itemized before commitment.

4. Vendor-sourced bookings

A Vendor-sourced Booking has no Marketplace service fee, and uses the same vendor transaction fee for its tier (5% Basic / 2.5% Pro, including the applicable introductory rate). Exact attribution evidence and dispute procedure remain open pending qualified review.

5. Fee base, rounding, and exclusions

The fee base for both fees is the Vendor booking subtotal: the booked services, packages, required travel charges, and add-ons or later booking additions, after Vendor-funded discounts. It excludes taxes collected on the transaction, refundable security or damage deposits, voluntary gratuities, and the Marketplace service fee itself. Percentage fees are calculated in integer U.S. cents and rounded to the nearest cent; the $99 Customer fee cap is then applied. Exact tax treatment, non-USD currency treatment, and platform-funded promotional credits remain payment- and tax-architecture dependencies per PRODUCT.md and are not resolved here.

6. Payment schedules

You choose your own default payment schedule, with an optional override per service or package, from two Platform-supported options:

Full payment at booking.
A percentage deposit at booking, followed by one final-balance payment. You set the whole-number deposit percentage (0–100) and the whole-number number of days before the event the balance is due (0–99, where 0 means the event day).

If a Customer books on or after your final-balance deadline (including an event-day deadline for a same-day booking), the full amount is due at booking. Multiple installment plans and fixed-dollar deposits are not supported at launch.

Failed final-balance payments

The Customer explicitly authorizes the Platform, at checkout, to save and reuse their selected payment method for the scheduled final-balance charge.
A reminder is sent 3 days before the scheduled charge (or immediately, if the balance is scheduled less than 3 days after booking).
Collection is attempted on the due date. If it fails, both you and the Customer are notified immediately, the Booking moves to Payment overdue, and the Booking remains active during the grace period rather than being canceled immediately.
For a processor-designated retryable failure, the Platform retries after 24 hours and again after 48 hours. A hard decline or authentication-required result is not retried blindly — the Customer is routed directly to a recovery action.
The standard grace period is 48 hours, but it never extends closer than 24 hours before the event.
You receive one self-service deadline extension for a failed balance; further extensions require Platform support. After the grace period, you may extend within those limits or cancel the Booking — the Platform does not cancel automatically or choose your commercial response for you.
Any deposit retained or refunded after a payment-default cancellation follows the cancellation policy version the Customer accepted for that Booking.

Exact saved-payment consent language, processor-specific retry classification, and support-only extension procedure remain to be finalized and require qualified review.

7. Refund treatment of fees

Current implementation boundary: these are the approved allocation rules, not an available production refund service. The current candidate does not create or reconcile refunds, application-fee refunds, transfer reversals, disputes, Vendor recovery, or platform shortfalls. Real-money booking remains blocked until the entire path is implemented and test-proved.

Fee refund treatment tracks the Vendor price refund under the accepted cancellation policy (see the Marketplace Booking Terms for the full cancellation framework):

Vendor cancellation, verified no-show, material nonperformance, or platform enforcement cancellation: the Customer receives a full refund of the Vendor price and the Marketplace service fee.
Customer cancellation qualifying for a full Vendor-price refund under the accepted policy: the Marketplace service fee is also refunded in full.
Customer cancellation qualifying for a partial Vendor-price refund: the Marketplace service fee is refunded by the same percentage.
Customer cancellation with no Vendor-price refund under the accepted policy: the Marketplace service fee is not refunded.
An accepted booking change recalculates both fees against the revised fee base, and the customer fee cap is reapplied.
A declined or expired Request to Book is never captured and creates no Marketplace service fee or vendor transaction fee.

A Vendor responsible for a Vendor-caused cancellation may be charged unrecovered processing or transaction costs where the disclosed Vendor policy permits it; approved unsafe-weather, extraordinary-event, and platform-failure cases require separate treatment. Exact assessment and dispute rules for this charge remain to be defined per PRODUCT.md and are not specified further here.

The following allocations are attorney-approved contractual positions, subject to tax-professional validation and implementation before live use:

Ordinary processing costs. The Vendor bears ordinary Stripe or other payment-processor fees attributable to Customer payments for its Bookings, in addition to the disclosed Vendor transaction fee.
Vendor-caused refunds and disputes. The Vendor bears returned Vendor amounts and unrecovered processor, refund, chargeback, dispute, and evidence costs arising from a Vendor cancellation, no-show, material nonperformance, misdescription, or other Vendor-caused event.
Customer disputes and chargebacks. The Vendor bears the returned Vendor amount and associated processor, chargeback, dispute, and evidence costs for a Customer-initiated dispute or chargeback unless the loss was caused solely by a documented Platform error.
Platform error. M2 AI, LLC bears processor costs and direct payment losses caused solely by its documented Platform error. A Vendor remains responsible for any independent Vendor or Customer cause contributing to the loss, subject to the final reviewed allocation procedure.
Reserves, negative balances, and shortfalls. A reserve, negative balance, or shortfall is allocated to the party or activity that created the underlying risk: Vendor activity is allocated to the Vendor; loss caused solely by documented Platform error is allocated to M2 AI, LLC. Processor-mandated holds remain subject to the processor's rules, but those rules do not silently change the final economic allocation between the parties.

No amount may be charged to an on-file method, debited, offset against a payout, or collected from a Vendor until the final agreement and live workflow provide express authority, itemized notice, supporting records, and a reasonable response or appeal path. Implement and test these attorney-approved allocations for ordinary, Customer-caused, Vendor-caused, fraud, safety-override, and Platform-error scenarios; obtain qualified tax and processor-consistency validation before live payments, and renewed legal approval for any material deviation.

8. Founding Vendor launch schedule

If enrolled in the Founding Vendor cohort, the owner-approved launch benefit is that the introductory Vendor transaction-fee rate (2.5% on Basic or 1.25% on Pro) continues for 12 months from first publication instead of 30 calendar days. It affects only the Vendor transaction fee, not Customer fees, taxes, processor costs, refunds, disputes, or chargebacks. The former first-ten-bookings waiver is retired and does not stack. A Founding Vendor also receives six months of Pro without the subscription charge beginning only when Pro is generally available with its advertised launch entitlements operating. Founding eligibility, exact timestamps, account ownership changes, suspension, closure/reopening, refund adjustments, Pro-benefit activation, and Booking snapshots are not implemented; do not advertise or apply either benefit until they are.

9. Payouts

The current release uses Stripe test mode and test cards only. It cannot create a real payout. When live payments are separately approved and enabled, the Vendor appoints M2 AI, LLC as its limited payment-collection agent for Customer amounts due under a Marketplace Booking. Receipt of a successfully completed payment by M2 AI, LLC or its processor satisfies the Customer's corresponding payment obligation to the Vendor, subject to a later reversal, refund, dispute, or chargeback. This appointment does not make M2 AI, LLC the provider of the Vendor's service or the Vendor's general agent. Each payment will use the final approved Stripe Connect charge structure after disclosed Platform, processor, and tax allocations. The planned ordinary flow does not impose a standard 50/50 release split or wait for event completion. The final charge, receipt, marketplace-tax, refund, dispute, and money-transmission design must match this attorney-approved structure; obtain qualified tax and processor validation, and renewed legal approval for any material deviation.

Actual fund availability and bank arrival remain subject to Stripe's own processing, balance-availability, connected-account payout schedule, your account verification status, and your receiving bank; the Platform reports these states as accurately as Stripe reports them to us and does not promise that capture, Stripe availability, payout submission, and bank arrival happen at the same time.

An exceptional hold or payout pause is permitted only when required by Stripe or another processor, by law or legal process, or by a documented fraud, security, verification, negative-balance, or account-enforcement condition under the Vendor Agreement. These exceptions are disclosed, evidence-backed, and scoped to the actual risk where practical — they are not a routine substitute for the normal Stripe payout schedule.

Refunds, chargebacks, disputes, reversals, and negative balances can affect money already made available or paid out. The current candidate does not implement refund, application-fee refund, transfer-reversal, dispute, Vendor-recovery, or shortfall reconciliation. No real booking or payout may rely on this section until those paths are implemented and proved.

10. Sponsored placement pricing (optional)

Sponsored placement is not offered in the current release, and this disclosure does not create an offer, price, renewal, refund rule, inventory promise, or purchase authorization for it. Before any sale, the Platform must provide a separate purchase disclosure stating the exact service/area, term, price, renewal and cancellation rules, eligibility, rotation, reporting, refund or service-credit remedy, and grounds/effect of removal, and must obtain any required separate recurring-charge consent. Sponsored placement will never guarantee impressions, clicks, leads, requests, Bookings, revenue, or return. Product direction remains in PRODUCT.md, not in this non-offer.

11. Anti-circumvention financial remedy

If reliable evidence shows that you intentionally diverted a Platform-introduced booking off-platform in violation of the Vendor Agreement Section 12, the remedy is the same predefined Platform fees (Marketplace service fee plus Vendor transaction fee) that would have applied had the Booking been processed correctly through the Platform, calculated against the diverted transaction's disclosed or reasonably evidenced value. The parties intend this amount as a reasonable estimate of difficult-to-measure lost Platform fees, not a penalty, and it may not exceed the fees that would have applied to the proven diverted value. Exact evidence, calculation, notice, response/appeal, due date, and collection authority (invoice, payout offset, or on-file payment method charge) must be defined, implemented, and tested consistently with this approved text; material changes require renewed legal approval.

12. Taxes — TEST-MODE ONLY; LIVE USE BLOCKED

The test-mode preview contains a narrowly scoped Stripe Tax implementation for the approved Mini donuts fixture and itemizes a test calculation. It is not a production tax position, registration, collection, certification to Vendors, or remittance claim. M2 AI, LLC must complete any required Texas marketplace-provider registration and receive qualified validation of service, fee, refund, sourcing, and tax-code treatment before live tax collection. Vendors remain responsible for their own permits, records, returns, and non-Platform sales unless a live checkout and formal certification expressly say M2 AI, LLC has assumed a particular collection duty.

13. Changes to fees and this disclosure

These launch rates and rules are attorney-approved launch positions, not a permanent promise. They may be revised using conversion, Booking value, Vendor retention, support, refund, dispute, payment-cost, customer-acquisition-cost, and contribution-margin evidence. A material fee change receives at least 30 days' advance notice, is versioned, and applies prospectively. A Booking already confirmed keeps the fee terms snapshotted when it was accepted unless the Customer and Vendor explicitly approve a documented change. Before an unwanted change takes effect, a Vendor may stop new business and begin account closure, but existing Bookings and accrued obligations remain enforceable. Implement delivery evidence, reacceptance where required, and versioned fee snapshots for the approved 30-day position; material changes require renewed legal approval.

Cross-references: Marketplace Customer Terms · Vendor Agreement · Marketplace Booking Terms · Privacy Policy · README