A marketplace terms of service has to do a job a standard website terms of service was never built for: govern a relationship between two users transacting with each other, with the platform in the middle. A single-seller SaaS company only has to describe its own conduct toward its users. A marketplace, whether it connects buyers and sellers, hosts and guests, or freelancers and clients, has to describe three relationships at once: what the platform owes each side, what each side owes the other, and where its responsibility for that second relationship starts and stops.

Miss that distinction and the document reads like it was written for the wrong kind of business. Below are the clauses a generic terms of service template skips that a marketplace terms of service cannot.

Define buyer and seller roles

The first thing a marketplace terms of service needs to establish, before anything else makes sense, is what role the platform plays in the transaction. Most marketplaces are a facilitator, not a party to the sale: the contract for the goods or services is between the buyer and the seller directly, and the platform’s role is providing the technology, processing payment, and enforcing its own rules of use. State that plainly, not by implication.

Name both roles in the document itself, whatever fits the business: buyer and seller, host and guest, client and freelancer. Spell out what the platform requires of each (a seller must have the legal right to sell what they list, a buyer must provide accurate payment details) and what it is not responsible for: it is not the merchant of record for the sale, does not guarantee a seller’s claims, and is not a party to any agreement the two users form. State whether the platform ever takes title to goods or funds, even briefly during payment processing, since that affects tax and liability questions later.

Skip this and a platform can end up treated, in a dispute or a regulatory inquiry, as if it were the seller of everything listed on it, not the go-between it is.

Set listing and content standards

Every marketplace terms of service needs a section governing what users can list or post, separate from the general acceptable-use clause a single-seller site would have. It covers two different things: what a listing has to meet to be allowed, and who owns the intellectual property in it once it’s posted.

On standards, be specific: prohibited categories (counterfeit goods, items requiring a license the seller can’t show, services that break local law), and listing accuracy (photos of the real item, descriptions that don’t misstate condition, pricing that isn’t staged to look discounted). Vague language like “no inappropriate content” gives a platform little to enforce against when a real problem shows up.

On ownership, state that a seller keeps ownership of their listing content but grants the platform a license to display and promote it, including in search results and marketing. Without that license, a platform showing a seller’s photos across its own site is infringing the seller’s copyright every time it does the thing the marketplace exists to do.

Disclose fees and commissions

A marketplace terms of service needs to say, in the document itself, how the platform earns money on each transaction: a commission percentage, a flat listing fee, a payment processing fee, or some mix. A fee spelled out in the contract a seller agreed to is a far stronger basis for a payout deduction than a rate buried on a separate pricing page with no reference in the terms.

Cover who bears each fee (deducted from the seller’s payout, added to the buyer’s price, or split), when fees are calculated, and what happens to fees already collected if an order is canceled or refunded. If the platform can change its fee structure, state the notice period sellers get first, since a fee change with no notice on an ongoing seller relationship draws regulatory attention. Our Terms of Service Generator includes a billing and payments section built for this kind of structured fee disclosure, rather than one paragraph trying to cover both a flat subscription and a variable commission.

Write a dispute clause for user-to-user disputes

Generic templates skip this clause because a single-seller business only ever has disputes between itself and a user. A marketplace has a second, more common category: disputes between two users, over a late delivery, a listing that didn’t match, or a service performed poorly.

State plainly what role the platform plays here. Three honest answers exist, and the document should pick one: the platform stays out of it and both users resolve it themselves; the platform runs an internal resolution process (a claims window, a review of evidence, a decision it can enforce through refunds or account action) without acting as an arbitrator; or it requires both users to go through a specific process, such as mediation, before pursuing anything else. State the time limit for filing a claim after a transaction closes, whichever model the business runs.

Keep this clause separate from a refund policy, which describes getting money back for a purchase made directly from the business itself. A dispute clause is structurally different: how a disagreement between two independent users gets resolved when the platform isn’t the one who sold anything. A marketplace with only a refund policy and no user-to-user dispute language has a document written for a single-seller store, which it isn’t.

Put it together in one document

These sections, roles, listing standards, fee disclosure, and dispute resolution, sit alongside the general terms every site needs: acceptable use, account termination, intellectual property, limitation of liability, and governing law. A marketplace terms of service isn’t a different document from a standard one so much as a standard one with these sections added where a single-seller template has nothing. Building it from a generic template usually means these get skipped or left vague, since they never come up for a business that only sells its own product. A generator built to ask the right questions for a two-sided platform, rather than one built around a single seller, is the more reliable route to terms that match how the marketplace runs.