Studio Surplus

For studios

Seller Agreement

Version 2026-10-25-draft · Draft under legal review · Effective date to be set

In short: you must be a genuine design-trade business, and everything you list must be yours to sell and exactly as described. Buyers pay Studio Surplus; we hold the payment until delivery, take our commission and pay you. Sales are final except for damage in transit or a piece not as described. Breaking these rules can cost you your listings, your verified status and pending payouts. This summary is not part of the agreement.

1. Who can sell

  • Selling on Studio Surplus (the “Platform”) is open to design-trade businesses: interior designers and design firms, stagers, showrooms, manufacturers and brands, hospitality and commercial projects, architects, and dealers.
  • You must give accurate business details and verify your business with at least one credential we accept (for example a resale certificate, EIN or design-center membership) and a supporting document. We may ask you to re-verify at any time.
  • You may add pieces before you are verified, but buyers cannot see them until we approve your verification.
  • If you misrepresent who you are or your credentials, we may close your studio immediately and withhold pending payouts (section 11).

2. What you can list

  • You may list furniture, lighting, rugs, art, mirrors, décor, outdoor pieces and similar furnishings that are yours to sell.
  • You may not list: replicas, counterfeits or unauthorised reproductions; stolen goods or items subject to a lien, lease, consignment or client claim you have not cleared; recalled items or items that do not meet applicable safety rules; items made from protected species or materials that cannot legally be sold; hazardous materials; or anything illegal to sell in the buyer’s or your state.
  • We may refuse or remove any listing at our discretion, including while we look into a report.

3. Accurate listings

  • You confirm that you have clear title to every piece you list and the right to sell it.
  • Listings must accurately state the brand (if any), condition, dimensions, materials, quantity and where the piece came from. Photos must show the actual piece, including any wear or damage.
  • Brand-name listings need a statement of where the piece came from (for example: showroom floor model, client project).
  • You must keep quantities and availability current, and remove a piece promptly if it sells elsewhere.

4. Honouring a sale

  • When a buyer completes checkout (or you accept an offer), that is a binding sale at that price. Repeatedly cancelling sales may lead to suspension.
  • You must make a sold piece available for pickup or carrier collection within 5 business days, at the pickup address you set in your studio, as described in the listing.
  • Before a carrier collects a piece, you must photograph it wrapped and ready. That photo is the starting point for any damage claim.
  • Local pickups are completed by scanning the buyer’s code at handoff; the scan confirms delivery.

5. Fees

  • Listing is free. On each completed sale we deduct a commission from the item price at the rate of your plan: 15% Starter, 12% Professional, 10% Studio, 8% Enterprise.
  • Founding studios pay no commission on their first three sales, then two percentage points below their plan’s rate for as long as they sell with us. A referred studio’s first sale is commission-free.
  • Delivery charges and the buyer service fee are paid by the buyer and are not deducted from your price.
  • We may change fees with 30 days’ notice; changes do not affect sales already made.

6. Payment, holds and payouts

  • Studio Surplus is the merchant of record. Buyers pay us through our payment partner; you never handle buyer payments.
  • We hold each payment until delivery. We release your payout (item price minus commission) 48 hours after confirmed delivery, or at handoff for local pickups, unless a claim or dispute is open.
  • You must connect a payout account and provide a valid W-9 before your first payout. We issue tax forms (such as 1099-K) where the law requires.
  • We may delay a payout, or hold back part of your payouts as a reserve, if there is an open claim, unusual activity, a high rate of claims or a risk of refunds or chargebacks. We will tell you why and release held funds when the risk has passed.
  • Refunds we issue on upheld claims may be deducted from held or future payouts.

7. Sales tax

  • Where we are the marketplace facilitator, we calculate, collect and remit sales tax on sales made through the Platform. You remain responsible for taxes on sales made elsewhere and for your own income taxes.

8. Claims and disputes with buyers

  • All sales are final, except for claims that a piece was (a) damaged in transit or (b) not as described. Buyers must file a claim within 48 hours of delivery, with photographs.
  • We decide not-as-described claims against your listing’s photos and specifications. Our decision (partial refund, full refund or denial) is final on the Platform.
  • Two upheld not-as-described claims within 90 days suspend your verified status pending review.

9. Your anonymity and buyer contact

  • By default, buyers see a public studio name you choose, not your business name. You can choose to show your business in your studio’s settings.
  • We never show buyers your email, phone number or street address. A buyer receives the pickup address only after purchase.
  • You may not complete, or invite, a sale off the Platform with a buyer you found here. Communications with buyers must remain professional.

10. Your photos and content

  • You keep ownership of the photos and descriptions you upload. You confirm you have the right to use them, and you give Studio Surplus a non-exclusive, royalty-free licence to display, resize and use them to list, market and sell your pieces on the Platform and in our marketing, during and after the listing.
  • Do not upload content that infringes anyone’s copyright, trademark or other rights. We remove content when we receive a valid notice of infringement.

11. Suspension and closing your studio

  • We may limit, suspend or close a studio for breach of this agreement, fraud or risk to buyers. Suspension hides your listings and may hold payouts while we investigate.
  • If we close a studio for cause, we may withhold pending payouts to cover refunds, chargebacks and claims linked to your studio.
  • You may close your studio at any time. Your obligations for sales already made (handoff, delivery, claims) continue after closing.

12. Liability, indemnity and disputes with us

  • The Platform is a marketplace. Apart from collecting and holding payment and resolving claims as described above, the sale is between you and the buyer.
  • To the extent the law allows, our total liability to you is limited to the fees we collected from you in the 12 months before the claim.
  • You will indemnify Studio Surplus against claims arising from your listings, your pieces or your breach of this agreement, including title and intellectual-property claims.
  • Disputes between you and Studio Surplus are resolved by binding individual arbitration. Governing law and venue: [to be confirmed].

13. Changes to this agreement

  • We may update this agreement with 30 days’ notice by email. If you keep selling after that, you accept the update. The version you accepted is recorded with your studio.