The agreement, in plain words.

By enrolling in ReturnWorx, you accept these terms. Enrollment happens inside the PrepWorx application: you review the fee schedule that applies to your account, check the box confirming you accept these terms and that schedule, and provide a payment method. Checking that box forms a binding agreement between you ("you", "the Client") and PrepWorx LLC, an Oregon limited liability company based in Independence, Oregon ("PrepWorx", "we", "us").

The version of these terms you accepted, and the date you accepted it, are recorded against your account. The version in force today is this page. Earlier versions stay published at their own address so you can always read the one you accepted: 6 October 2026.

ReturnWorx is a service offered in addition to your existing PrepWorx account. The PrepWorx Terms of Service continue to govern everything else we do for you. Where these ReturnWorx terms and the PrepWorx Terms of Service address the same subject, these terms control for goods handled under ReturnWorx, and the PrepWorx terms control everywhere else.

We may change these terms. If a change materially affects your rights or what you pay, we will give you at least 30 days' notice by email to the address on your account, and the change takes effect for goods received after that notice period. Goods already in our custody stay on the terms in force when they arrived. Continuing to send us goods after a change takes effect is acceptance of the changed terms. A change that only corrects a typographical error, clarifies existing language without altering its meaning, or reflects a fee schedule you separately agreed to takes effect immediately.

ReturnWorx receives goods you direct to our facility — Amazon FBA customer returns, FBA removal orders, and other returned or surplus inventory — and does four things with them.

Receives and inspects. We open each shipment, identify the units, assess condition, photograph them, and record what arrived. The condition grade we assign is our good-faith assessment by a trained worker; it is not a manufacturer's certification or a graded-authentication service.

Holds pending your decision. Inspected units sit in our facility until you tell us what to do with them. Section 5 governs how long that may last.

Carries out your decision. We will, on your instruction: relabel units and place them in a shipment back to Amazon FBA; ship units back to you or to an address you nominate; list units for sale on our behalf as your agent and remit the proceeds (Sections 7 and 8); or dispose of units (Section 10).

Reports. You can see what we hold, what condition it is in, what it is listed for, what it sold for and what you were paid, in the PrepWorx application.

We do not refurbish, repair, clean, test for function beyond visual inspection, or authenticate goods, unless we have separately agreed in writing to do so. We are not a party to your relationship with Amazon or any other marketplace from which the goods originated, and we take no responsibility for how that marketplace classified, graded or returned them.

ReturnWorx is available to businesses with an active PrepWorx account in good standing. It is not offered to consumers.

To enroll you must accept these terms and the fee schedule assigned to your account, and keep a valid payment method on file. We may decline or suspend enrollment at our discretion, including where your PrepWorx account has an unpaid balance.

You are responsible for everything done under your account login, including instructions given by your staff, contractors or agents. An instruction we receive through your account — a decision to liquidate, a price approval, a disposal authorization — is treated as yours. Tell us promptly if you believe your credentials have been compromised.

Keep your email address current. We send notices to the address on your account and to any additional recipients you have configured: fee changes under Section 1, decision-window reminders under Section 5, and notices of abandonment under Section 10. Deadlines and fees under these terms run from the dates recorded in the application, not from whether a notice reached you. Where a section requires written notice before we act — abandonment under Section 10 — that notice goes to the address on file, and we are not responsible for the consequences of notice sent to an address you have let go stale.

You confirm that you own the goods you send us, or are otherwise authorized to deal with them, and that they are not counterfeit, recalled, stolen, subject to a third party's security interest, or prohibited from sale or shipment under applicable law.

Custody begins when we scan a unit at intake, not when a carrier marks a shipment delivered. A parcel sitting on our dock, or signed for by a carrier but not yet opened and booked in, is not yet in our custody for the purposes of these terms.

This matters in both directions. We cannot be responsible for what a carrier did to a box before we opened it, or for the difference between what you believe you sent and what was in the box when we opened it. Equally, the clock on every fee in these terms starts at intake, so a shipment that sits unopened costs you nothing.

The intake photographs are the record of condition as received. We photograph each unit, or each group of like units, at intake. If there is later a disagreement about the state an item was in when it reached us, those photographs are what we will rely on and what we will produce to you. They are kept with the item's record.

Custody ends when a unit is handed to a carrier for dispatch (to a buyer, to Amazon, or back to you), when it is disposed of under Section 10, or when title passes to a buyer on a liquidation sale, whichever happens first.

We may consolidate, repack, relabel and move your goods within our facility as we see fit. We do not segregate your goods from other clients' goods except as our own processes require, and we do not hold them in a way that makes them identifiable to a third party as yours.

If a shipment arrives damaged, short, or containing goods we cannot accept — hazardous materials, perishables, anything prohibited by law or by our insurer — we will tell you and may refuse it, hold it at your cost, or dispose of it if it cannot safely be held or returned.

You have 10 days from intake to tell us what to do with each unit. The decision is made in the PrepWorx application, per unit or per group of like units.

We send two reminders during the window — around the halfway point and shortly before it closes — to the email address on your account, listing the units awaiting a decision. The reminders are a courtesy, not a condition of the window.

If the window closes without a decision, a holding fee of $0.25 per unit per day accrues, capped at $50 per unit group. Once the cap is reached the fee stops accruing and the units are flagged for us to contact you. The holding fee is higher per day than ordinary storage because its purpose is to prompt a decision, not to earn storage revenue.

The window runs from intake, not from a reminder. The 10 days, and the holding fee that follows, are measured from the intake date recorded against each unit in the application. A reminder we could not deliver — a bounced or stale address, a filtered message — does not extend the window or postpone the fee. Keeping a working email address on file and checking the application are your responsibility.

If units remain undecided after the holding fee has capped, we may treat them as abandoned under Section 10, but only after separate written notice to you and a further 30 days.

Your fee schedule may set a different window length, holding-fee rate or cap. Where it does, the schedule controls and this section describes the default.

Once a decision is made, storage is free for 60 days, then $2.00 per unit per 30 days until the unit leaves our facility. Partial cycles are not pro-rated: a unit that is still with us on day 61 is charged for that cycle in full.

When the free period starts depends on what you decided:

Pool	Free period starts	After the free period
Units listed for liquidation	the day the unit is listed	$2.00/unit/30 days on units not yet sold
Units held for an FBA shipment	the day the unit is placed into inventory	$2.00/unit/30 days
Units awaiting your decision	n/a — Section 5 applies instead	holding fee, not storage

Storage on a liquidation lot is charged only on units still physically with us. If a lot of ten sells four units, storage continues on the remaining six.

Storage is billed daily in arrears. If our billing process does not run for a period, the charges that accrued during that period are still due when it next runs; we do not forgive storage because a job was late.

Your fee schedule may set a different free period or rate, in which case the schedule controls.

When you instruct us to liquidate a unit, you appoint PrepWorx as your agent for the limited purpose of listing and selling it. That appointment carries the following, and nothing wider.

We list on our own marketplace accounts. Your goods are listed on marketplace accounts held in PrepWorx's name, not yours. The listing, the seller feedback and the account relationship are ours. You get no rights in the account, and we are not obliged to identify you to buyers.

We set the price. We will list at a price we judge will sell the item, taking into account its condition, comparable sales and the cost of postage. You may set a minimum net return below which we will not sell; we will honor it, and if the item will not sell above it we will tell you and ask you to lower it, take the item back, or authorize disposal.

We may accept offers at our discretion, within any minimum you have set. Buyers on some marketplaces can make offers below the listed price, and a sale is often only possible by accepting one. If you have set no minimum, we will use our judgment.

We may revise, relist, end or re-photograph a listing as needed, and we may list a quantity of like units as a single lot.

We write the listing description from what we observed at intake. You are responsible for telling us anything about the goods that a buyer would need to know and that is not visible on inspection — a recall, a missing license or activation, a regional restriction, a safety notice. If a buyer claim arises because something like that was not disclosed to us, Section 13 applies.

Shipping is included in the listed price. We quote postage into the price and dispatch from our facility; buyers are not charged separately for shipping. Postage actually paid is deducted at settlement under Section 8.

We make no promise that any item will sell, or will sell at any particular price or within any particular time.

Commission is 15% of the sale price, and it is capped at the proceeds. If marketplace fees and postage consume the whole sale price, our commission is zero — we do not charge a commission that would put you in deficit on a sale.

What you receive on a sale is the sale price, less:

• marketplace fees actually charged on that order;
• postage actually paid to dispatch it, plus a 15% handling markup on that postage;
• our 15% commission, capped as above.

Settlement is 30 days after the item is dispatched. The delay matches the marketplace's own return window: a buyer who returns an item inside that window would otherwise mean clawing back money already paid to you. If a buyer return happens inside the window, Section 9 applies and the sale does not settle.

Proceeds are credited to your ReturnWorx balance, not to your general PrepWorx account. The balance is applied against ReturnWorx fees you owe — intake, listing, storage, holding, disposal, shipping — and the net is paid out to you on your normal PrepWorx payment schedule.

We hold proceeds as your agent. We do not pay interest on them and we are not a bank, an escrow agent or a fiduciary beyond the limited agency in Section 7.

You can see, per unit: what it listed for, what it sold for, the fees and postage deducted, the commission charged and the net credited to you.

Marketplace fees are passed through as charged. Our fee estimates in the application before a sale are estimates; the figure used at settlement is the actual fee reported by the marketplace for that order.

Sales tax on a liquidation sale is collected and remitted by the marketplace as the marketplace facilitator where the law requires it. You remain responsible for your own income, franchise and other taxes arising from proceeds we remit to you, and we may require a completed Form W-9 before paying out.

Marketplaces can compel a seller to accept a return. Where a buyer opens a return or a dispute that the marketplace resolves in the buyer's favor — commonly on a claim that the item was not as described — we have no practical ability to refuse it.

When that happens: the sale does not settle, or if it has already settled, the amount credited to you is reversed. The returned unit comes back into our custody and is treated as undecided again, with a fresh decision window under Section 5. Return postage, restocking and any marketplace penalty are deducted from your balance.

Where the claim arises from something we got wrong — a condition grade that was plainly inconsistent with the intake photographs, the wrong item picked and dispatched, inadequate packing — we bear the cost, up to the limits in Section 13.

Where it arises from something you did not tell us — an undisclosed recall, missing activation, a regional lock, a safety notice — you bear the cost, and Section 13's indemnity applies.

Where the cause is genuinely unclear, which is common, we will tell you what we know and discuss it with you in good faith before charging anything back.

We will handle the marketplace correspondence on a dispute, since the account is ours. We may settle a dispute, accept a return or issue a partial refund without your prior approval where the marketplace's process requires a response faster than we can reasonably obtain one. We will tell you what we did.

Disposal on your instruction. You may authorize us to dispose of a unit. Disposal is permanent: the unit is destroyed, recycled or sent to a salvage buyer, and it cannot be recovered or returned afterwards. We charge the disposal fee on your schedule. We do not credit you for anything a salvage buyer pays us, unless your schedule says otherwise.

Disposal without instruction. We may dispose of goods, after notifying you by email, where they are hazardous, perishable, infested, recalled, prohibited from sale, or in a condition that makes them unsafe or unlawful to hold or ship. Where the hazard is immediate we may act first and notify you after.

Abandonment. Goods are abandoned, and we may dispose of or sell them for our own account, if any of the following has happened and we have given you written notice and a further 30 days to put it right:

• your ReturnWorx balance has been unpaid for 30 days;
• units have sat undecided past the point where the holding fee in Section 5 reached its cap;
• your account has been closed or terminated and you have not arranged collection or return of your inventory within 30 days of us asking you to.

Where we sell abandoned goods, we apply the proceeds first to what you owe us — including storage, holding fees and the cost of the sale — and hold any surplus for you.

Abandonment notice goes to the email address on your account. This is one of the places where a stale email address has real consequences.

Fees are set by the ReturnWorx fee schedule assigned to your account, which you accepted at enrollment and can view in the application at any time. The schedule covers intake and inspection per unit, listing, storage, holding, relabeling, disposal and shipping. Where a fee is not set on your schedule, the standard published rate applies.

ReturnWorx charges and proceeds run through a ReturnWorx balance separate from your general PrepWorx account. Proceeds from sales are credited to it; ReturnWorx fees are charged against it. The net is settled on your normal PrepWorx payment schedule and may be collected from the payment method on file.

Every charge is itemized against the unit or lot it relates to, with the fee schedule that produced it recorded on the line. If a charge cannot be explained to you from that record, tell us and we will reverse it while we work out what happened.

Oversize listings. The listing fee has two tiers, under and over 24 inches on the longest side. Because a unit is not measured until it is listed, we charge the lower tier when the unit enters the listing queue and the difference when it is measured, if it turns out to be oversize.

If your payment method is declined or your balance goes unpaid, we may suspend ReturnWorx — stop accepting shipments, pause listings, and withhold payouts — until it is settled. Prolonged non-payment may lead to abandonment under Section 10.

Question a charge within 60 days of the statement it appears on. After that it is treated as accepted.

You keep title to your goods while we hold them. Title passes directly from you to the buyer on a liquidation sale. We never take ownership, and we sell as your agent, not as principal.

Your goods are not insured by us. This is the most important sentence in these terms. PrepWorx does not carry insurance on client inventory, and the fees for ReturnWorx are not priced to include it. If you want your goods insured while we hold them, arrange your own coverage and name our facility as a storage location. We will give you whatever information your insurer needs.

Risk of loss or damage stays with you throughout, except to the extent a loss results from our gross negligence or willful misconduct.

Our liability for loss or damage to goods in our custody is limited to $100 per shipment, and only where the loss resulted from our gross negligence or willful misconduct. This mirrors the limit in the PrepWorx Terms of Service.

We are not liable for loss or damage caused by: the condition the goods were in when they reached us; defects not apparent on visual inspection; a carrier, before intake or after dispatch; ordinary wear, latent defect, or deterioration of goods not suited to warehouse storage; or anything in Section 16's force majeure clause.

If goods in our custody are lost or damaged, tell us within 30 days of the event or of the date the application showed you the discrepancy, whichever is later. We will investigate using the intake photographs and our internal records.

Disclaimer. The service is provided as is. We disclaim all warranties not expressly stated here, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement. We do not warrant that any item will sell, that the application will be uninterrupted or error-free, or that a condition grade will match a buyer's or a marketplace's own assessment.

Cap on liability. Except for the $100 per-shipment goods limit in Section 12, our total liability to you for all claims arising in any 12-month period is limited to the ReturnWorx fees you paid us in that period. Where a claim concerns a specific unit, our liability for that unit is limited to the fees charged on it.

No indirect damages. Neither party is liable for lost profits, lost sales, loss of business opportunity, loss of goodwill, marketplace account suspension, or any indirect, incidental, special, consequential or punitive damages, even if told such damages were possible. This is mutual, and it survives termination.

Your indemnity. You will indemnify and hold us harmless against any claim, loss, penalty or expense — including reasonable legal fees — arising from: goods you sent us that were counterfeit, recalled, stolen, unsafe, or unlawful to hold, sell or ship; a defect or hazard in your goods that injured someone; your failure to disclose something about the goods that a buyer needed to know; your infringement of a third party's intellectual property; your breach of these terms; and any tax, duty or regulatory obligation of yours that we are pursued for.

Nothing in this section limits a liability that cannot be limited under applicable law.

These terms run from enrollment until either party ends them.

You may terminate at any time, with written notice. We may terminate on 30 days' written notice, or immediately if you breach these terms, your balance goes unpaid, or you send us goods that are unlawful, unsafe or counterfeit.

Termination does not end what is already in flight:

• Live listings are ended, unless you ask us to let them run to sale. Items that sell before a listing is ended settle normally under Section 8.
• Items already sold but not settled settle on their normal 30-day timetable.
• Fees already accrued remain due, and storage continues to accrue while your inventory is still with us.

Your remaining inventory. Within 30 days of termination you must either arrange collection, or pay to have it shipped to you. We will tell you what is there and what it would cost to send. Storage keeps running during those 30 days. If nothing is arranged by the end of them, Section 10's abandonment provisions apply.

Sections that are meant to outlive the agreement do: Sections 8 (as to sales already made), 12, 13, 15 and 16.

What we collect about you and your goods, who we share it with, and how long we keep it, is set out in the ReturnWorx privacy policy. It forms part of this agreement.

In summary: we hold your account and contact details, your inventory and its history, the intake photographs, and the record of what sold and what you were paid. We do not sell personal information and we do not use it for advertising.

Buyer data. When one of your items sells, the marketplace gives us the buyer's name and delivery address so we can post the parcel. That data is ours to handle as the seller of record, not yours. We do not pass buyer names or addresses to you, we do not use them for marketing, and we delete them when the marketplace tells us the buyer has asked for deletion. The transaction record — order number, item, amounts — is kept, because we are required to retain records of money received and paid, and because you were paid out of that sale.

Your inventory data. You may export your own inventory and settlement records from the application at any time. We keep them for as long as your account is open and afterwards for as long as tax and accounting obligations require.

Our records of your goods. The intake photographs and condition records are our business records as well as yours. We keep them for the life of the item's record, and we may rely on them in a dispute with you, with a buyer or with a marketplace.

Governing law. These terms are governed by the laws of the State of Oregon, without regard to its conflict-of-laws rules.

Arbitration. Any dispute arising out of or relating to these terms will be resolved by binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules. Arbitration takes place in Oregon, or remotely by agreement. The arbitrator's award may be entered as a judgment in any court of competent jurisdiction. Each party bears its own costs unless the arbitrator decides otherwise.

No class actions. Disputes are brought individually. Neither party will bring a claim as a plaintiff or class member in a class, collective or representative proceeding.

Small claims and injunctive relief are carved out: either party may bring an individual claim in small-claims court, and either may seek injunctive relief in court to protect intellectual property or confidential information.

Force majeure. Neither party is liable for a failure to perform caused by something outside its reasonable control — natural disaster, fire, flood, epidemic, war, civil unrest, labor action, carrier or utility failure, government action, or the suspension or closure of a marketplace account for reasons not attributable to that party's own breach.

Assignment. You may not assign this agreement without our written consent. We may assign it to an affiliate or in connection with a merger, acquisition or sale of substantially all our assets.

Independent contractors. We are independent contractors. Nothing here creates a partnership, joint venture or employment relationship. The only agency created is the limited sales agency in Section 7.

Entire agreement. These terms, your fee schedule, the privacy policy and the PrepWorx Terms of Service are the whole agreement between us on this subject, and they supersede any prior discussion or proposal.

Severability and waiver. If a provision is held unenforceable, the rest stands and the unenforceable provision is narrowed to the minimum extent needed to make it enforceable. A failure to enforce a provision is not a waiver of it.

Notices. Notices to you go to the email address on your account. Notices to us go to [email protected] and, where these terms require written notice, also by post to PrepWorx LLC, Independence, Oregon.