# Community Bylaws

**MarigoldShare** — Community Bylaws
**Effective Date:** April 15, 2026
**Last Updated:** April 15, 2026

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## Preamble

MarigoldShare communities are built on trust. Members are neighbors and friends who share a mutual commitment to strengthening their community by sharing belongings and resources. These Bylaws govern the conduct of all Members within a community on MarigoldShare. By joining a community, each Member agrees to be bound by these Bylaws, the MarigoldShare Terms of Service, and all other applicable platform policies.

The spirit of these Bylaws is simple: **treat others' property as you would want your own treated**, resolve disagreements with respect and good faith, and help build a community where everyone benefits.

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## Article 1 — Membership

### 1.1 Joining a Community

Prospective members may request to join a community by submitting a request through the MarigoldShare Join Request portal to a Community Admin or Super Admin. Upon approval of the request, the user will receive an email containing a unique invitation code. The user must use this invitation code within the App to join the community before the invitation expires. Membership is a privilege, not a right, and may be revoked for violations of these Bylaws.

### 1.2 Member Conduct

All Members agree to:

- Treat fellow Members with dignity, respect, and good faith at all times.
- Honor all commitments made within the platform, including lending agreements, return schedules, and payment obligations.
- Communicate promptly and honestly with other Members regarding Item condition, availability, and any issues that arise.
- Maintain the trust and reputation of the community.

### 1.3 Accurate Profiles

Members must maintain accurate profiles, including their name and community affiliation. Misrepresentation of identity is grounds for immediate removal from the community and termination of the MarigoldShare account.

### 1.4 Age Requirement

Membership and participation in MarigoldShare is restricted to individuals who are at least 18 years of age. Minors may not use the Services under any circumstances, including through a parent's or guardian's account. Account holders warrant that no minor will access or use the Services through their account.

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## Article 2 — Item Listings and Lending

### 2.1 Permitted Items

MarigoldShare is a community lending platform for any physical Item that can be legally owned and lent between individuals. Examples of commonly shared Items include tools, sports and recreational equipment, musical instruments, camping and outdoor gear, gardening equipment, baby and child equipment, party and event supplies, kitchen appliances, books, toys, and games. This list is illustrative and not exhaustive.

Items that may not be listed on the platform are defined in the **Acceptable Use Policy** Section 4. If you are unsure whether an Item is permitted, contact ubertool320@gmail.com before listing.

### 2.2 Accurate Listings

Lenders must list only Items they own or are otherwise fully authorized to lend. Listings must accurately describe:

- The Item's type, make, model, and condition.
- Any known defects, limitations, or safety concerns.
- Rental pricing (if any) and availability.
- Required deposit (if any).
- The Item's **declared replacement cost**, which must not exceed **$300**.

Intentionally misleading listings are a violation of these Bylaws and the Terms of Service.

### 2.3 Declared Replacement Cost

The declared replacement cost is the maximum amount the Lender may recover from the Renter under any circumstances, including damage, loss, or theft. The platform will reject any listing with a declared replacement cost exceeding **$300** during the initial release. Items with a fair market value above $300 may not be listed on the platform. See Article 5.2 for the full threshold framework, including the rental cost threshold and potential future modifications by super admins.

The declared replacement cost entered at the time of listing is binding on the Lender and cannot be revised upward after a rental request has been submitted. Changes to the prices only impact future rental requests. Lenders are responsible for setting an accurate declared replacement cost before listing. Under-declaration of replacement cost is the Lender's risk — the Lender may not recover more than the declared amount under any circumstances, regardless of the Item's actual fair market value, the outcome of any dispute, or any admin or super admin determination.

### 2.4 Item Safety

Lenders bear primary responsibility for ensuring that Items offered for lending are in safe, functional working condition. Lenders must not list Items that are known to be unsafe, subject to a recall notice, or that lack required safety features.

### 2.5 Lender's Property Rights

All Items remain the sole property of the Lender at all times. The borrowing arrangement does not transfer any ownership rights to the Renter. Renters have no right to sub-lend, sell, pledge, or otherwise transfer any Item to a third party.

### 2.6 Insurance

MarigoldShare does not provide any insurance coverage for Items, injuries, or property damage arising from lending transactions. Members are strongly encouraged to verify whether their homeowner's, renter's, or personal property insurance covers Items they lend out or borrow. Many standard policies exclude items lent to others or borrowed from third parties. Members should seek their own insurance and legal advice regarding their specific situation.

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## Article 3 — Renter Responsibilities

### 3.1 Respect for Ownership

Renters acknowledge and agree that Items are the property of the Lender and must be treated with the same care and respect as the Renter's own property.

### 3.2 Use of Items

Renters agree to:

- Use Items only for their intended, lawful purposes.
- Not modify, alter, or attempt to repair any Item without the Lender's explicit written consent.
- Not use Items in any way that creates unreasonable risk of damage or injury.
- Comply with all applicable safety guidelines and operating instructions.

### 3.3 Return Obligations

Renters must return Items:

- On or before the agreed return date and time.
- To the agreed return location.
- In the same condition as received, subject to normal wear and tear consistent with the agreed use.
- With all accessories, attachments, and components that were included at pickup.

If a Renter needs to extend a borrowing period, they must notify the Lender **before** the agreed return time and obtain the Lender's explicit consent. Members must use the App's dedicated workflow to submit and approve any extension request.

### 3.4 Rental Cost

Renters agree to pay the rental cost agreed upon at the time of booking. Payment is settled directly between Members outside the app using their mutually agreed-upon payment method, and is recorded and acknowledged through the app. Non-payment is a violation of these Bylaws and may result in suspension from the community.

### 3.5 Replacement Cost for Damaged, Lost, or Stolen Items

If an Item is:

- **Damaged** beyond normal wear and tear while in the Renter's possession, the Renter is responsible for the cost of professional repair. If the Item is not economically repairable, the Renter is responsible for the replacement cost up to the Lender's declared replacement cost.
- **Lost or stolen** while in the Renter's possession, the Renter is responsible for the replacement cost up to the Lender's declared replacement cost.

The Lender's declared replacement cost at the time of listing is the absolute maximum the Lender may recover under any circumstances. No party, admin, super admin, or platform ruling may award replacement costs exceeding the declared replacement cost. Replacement cost is determined first by mutual agreement between the Lender and Renter, and if not agreed, by the Community Admin through the dispute resolution process (see Article 6), subject always to the declared replacement cost ceiling.

### 3.6 Reporting Issues

If an Item is damaged, lost, or malfunctions during the rental period, the Renter must notify the Lender **as soon as reasonably possible** and, if needed, involve the community admins and super admins to resolve the dispute.

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## Article 4 — Community Standards

### 4.1 Good Faith Dealings

All Members must engage with each other in good faith. This includes honest communication, honoring commitments, and attempting to resolve disagreements informally before escalating to an admin.

### 4.2 Prohibited Behavior

The following conduct is strictly prohibited and may result in removal from the community and/or termination of the MarigoldShare account:

- Harassment, intimidation, threats, or abusive communication toward any Member.
- Fraudulent listings or misrepresentation of Item condition, ownership, or declared replacement cost.
- Deliberate damage, theft, or misappropriation of any Member's Items.
- Attempting to circumvent payment obligations.
- Creating multiple accounts to evade bans or suspensions.
- Soliciting personal contact information from Members for purposes outside the app without consent.
- Any conduct that undermines the safety, trust, or well-being of the community.

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## Article 5 — Bill Splitting and Payments

### 5.1 Purpose and Design of Bill Splitting

The bill splitting system is designed to make small, frequent community renting transactions frictionless. Its purpose is to eliminate the overhead of individual payments for everyday low-value rentals — enabling the kind of micro-renting that would otherwise be impractical. For example, borrowing a screwdriver for an afternoon, a mixing bowl for a weekend, or a board game for an evening should not require negotiating a payment method and transferring small amounts of money between neighbors. Bill splitting makes these transactions easy by accumulating rental charges across the month and calculating a single simplified settlement at the end of the mont for each Member.

### 5.2 Monthly Settlement Process

At the conclusion of each rental agreement recorded in the bill splitting system, the Renter's account is debited and the Item owner's account is credited with the agreed-upon rental price. At the end of each month, the app calculates the simplest payment arrangement for Members within a community to settle their net balances. As a result of this calculation, net debtors pay net creditors directly, outside the app.

To avoid paying small balances, accounts with lower than $5 in net debt or credit are likely to be rolled over to the next month.

### 5.3 Payment Notices and Acknowledgment

Once payment amounts for each debtor are determined, the app sends notices to all debtors. After debtors pay creditors using their mutually agreed-upon payment method, debtors must acknowledge their payments in the app. A notice is then sent to the creditors to confirm receipt. Once creditors acknowledge receipt, both debtors' and creditors' accounts are updated to reflect the settled amounts. All payments are made directly between Members. The app does not process, hold, or transfer funds at any time.

### 5.4 Payment Disputes

This process works smoothly when every debtor pays and every creditor acknowledges receipt. However, if payments are not resolved within **10 days** after the initial notice is sent, the app will classify the payment as in-dispute.

Two scenarios trigger a payment dispute:

1. The debtor does not acknowledge submission of the payment.
2. The debtor acknowledges submission of the payment but the creditor does not acknowledge receipt.

**Important note on dispute structure:** A bill splitting charge represents the net result of multiple underlying rental transactions across the month. When a debtor disputes a bill, the root cause is often a disagreement about one or more specific underlying rental transactions, and the creditor of the bill splitting charge may be a different Member from the Lender in the disputed rental. Admin mediation is critical in these situations to identify the specific transaction at issue and reach a fair resolution. See Article 6 for the dispute resolution process.

### 5.5 End States of Payment Dispute Resolution

A payment dispute can be resolved in three ways:

1. Both the debtor and creditor acknowledge submission and receipt of payment. This is a graceful resolution.
2. The debtor acknowledges submission of payment but the creditor does not acknowledge receipt.
3. The debtor does not acknowledge submission of payment.

If a payment dispute cannot be resolved between the parties, admin and/or super admin intervention is required as described in Article 6. If mediation cannot achieve a graceful resolution, a forced resolution will be imposed by the app at the end of the month.

> **Potential Future Feature — Non-Binding:** Marigold Intelligence LLC is considering allowing super admins to create a replacement dispute targeted at a specific underlying rental transaction when a debtor makes partial payment covering all other transactions in the bill. This would allow the original bill splitting dispute to be resolved for the settled portion, with a new, more focused dispute addressing only the contested rental. This feature is under consideration and is provided as informational context only. Marigold Intelligence LLC makes no commitment to implement it as described or at all.

### 5.6 Forced Resolution Outcomes

When admin or super admin mediation fails to resolve a payment dispute gracefully, admin or super admin may determine one of the three outcomes below:

1. **Debtor is at fault.** The debtor will be blocked from submitting rental requests until all debts are cleared. The bill splitting algorithm calculates settlements among active unblocked Members only; the creditor's outstanding credit is therefore absorbed and redistributed across other active Members in the next billing cycle.

2. **Creditor is at fault.** The admin or super admin marks the payment as valid. The admin or super admin may also determine the creditor's continued status within the community.

3. **Both parties are at fault.** The debtor will be blocked from renting and the creditor will be blocked from lending Items within the community.

If no admin or super admin action is taken on an unresolved disputed payment, the app will automatically block both the creditor and debtor from lending and renting within the community at the end of the month. This default judgment may be reversed by admin or super admin action.

### 5.7 Payment Thresholds — Initial Release

To protect active Members from absorbing an outsized share of redistributed unpaid debts, and to ensure bill splitting remains focused on reducing small and routine transactions, the platform applies the following thresholds during the initial release:

- **Rental Cost Cap for Billsplit**: (default $10) Any individual rental with an agreed rental cost of **the cap or less** is automatically recorded in the bill splitting system and settled at the end of the monthly cycle. Any rental with an agreed rental cost **above the cap** requires the Lender and Renter to settle the payment directly between themselves at the time of return, outside the bill splitting system. This determination is made automatically by the platform at rental completion — no discretion by the Lender or Renter applies in the initial release.

- **Minimum Balance for Billsplit**: (default $5) To avoid processing trivial settlement amounts, any Member whose net balance at month-end is less than **the Minimum** in credit or debt may have that balance rolled over to the following month rather than included in the current settlement cycle.

Both thresholds can be modified by the community Super Admins. Members joining a community acknowledge and accept these thresholds.

### 5.8 Community Credit Absorption Risk Disclosure

**Members must understand the following financial risk before joining a community.**

When a debtor is blocked following a forced resolution, their unpaid debt remains on the ledger but is not collected from them until they resolve the block. The creditor's uncollected credit is redistributed across all active, unblocked Members in the next monthly settlement cycle. Each active Member absorbs a proportional share of the redistributed credit as a small net adjustment to their own balance.

If faulty debtors accumulate over time — which may occur in any community of meaningful size — the total redistributed credit can grow. Active Members in good standing progressively absorb a larger share of the collective unpaid balance. Over time, if unresolved blocked accounts are not addressed, the accumulated redistributed credit may reach a level that becomes material for active Members.

**What this means for Members:** By joining a community and participating in bill splitting, each Member acknowledges and accepts that they may bear a proportional share of unpaid credits from blocked debtors as part of how the bill splitting system operates. This is not a fee charged by MarigoldShare — it is an inherent characteristic of how community-wide net settlement works when some Members do not fulfill their obligations.

**What admins and super admins should do:** The community admin team should actively monitor the accumulation of blocked accounts and unresolved disputes. Admins are strongly encouraged to:

- Actively mediate disputes before they reach forced resolution.
- Monitor the total accumulated redistributed credit in the community.
- Consider removing persistently blocked Members from the community if their debt remains unresolved after a reasonable period.
- Communicate transparently with the community when redistributed credit reaches a level that may be noticeable in monthly settlements.

The health of the bill splitting system depends on active, good-faith community governance. Admins who allow unresolved blocked accounts to accumulate indefinitely risk eroding the financial fairness of the community for Members in good standing.

**MarigoldShare's role:** MarigoldShare provides the platform and calculation tools. Marigold Intelligence LLC is not responsible for unpaid credits between Members, redistributed balances arising from blocked accounts, or the financial impact on active Members of unresolved disputes. These outcomes are inherent to the community-based model and are accepted by all Members as a condition of participation.

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## Article 6 — Dispute Resolution

### 6.1 Informal Resolution First

Members are encouraged to resolve disputes directly and informally. Most disagreements about Item condition, rental periods, or payment amounts can be resolved through respectful, good-faith communication.

### 6.2 Authority of Community Admins

Community Admins have full authority to:

- Mediate disagreements and facilitate settlements between Members.
- Determine fair compensation amounts for damaged or lost Items, subject always to the declared replacement cost ceiling in Article 2.3.
- Issue warnings to Members who violate these Bylaws.
- Suspend or remove Members from the community for serious or repeated violations.

Admin decisions on disputes are **final and binding at the community level**. Members who disagree with an admin decision may escalate the matter to MarigoldShare support, but MarigoldShare is not obligated to reverse a community admin's decision except where it conflicts with applicable law or the platform's Terms of Service.

### 6.3 Admin Impartiality

Admins must recuse themselves from any dispute in which they have a personal interest or involvement that could compromise their impartiality — including disputes in which they are a party. In such cases, a separate, uninvolved admin or super admin must handle the matter.

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## Article 7 — Platform Governance Phases

### 7.1 Overview

MarigoldShare operates under a two-phase governance model. The phase applicable to each community determines how that community is created, governed, and dissolved, and what rights and authorities apply to Members, admins, super admins, and Marigold Intelligence LLC respectively. By joining any MarigoldShare community, Members acknowledge and accept the governance phase under which that community operates at the time of joining.

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### Phase 1 — Limited Release Governance

**7.2 Scope of Phase 1**

Phase 1 applies to all communities created during the initial limited release of MarigoldShare. Phase 1 communities are created solely by Marigold Intelligence LLC and are available by invitation only. Marigold Intelligence LLC will designate communities as operating under Phase 1 governance within the app. Members joining Phase 1 communities acknowledge they are participating in a limited release under direct platform governance, and that the governance framework is subject to change prior to general public release.

**7.3 Marigold Intelligence LLC Authority in Phase 1**

During Phase 1, Marigold Intelligence LLC retains full and sole authority over all aspects of community governance, including:

- Creating and naming communities.
- Determining community membership eligibility and approving or rejecting membership requests.
- Appointing, promoting, demoting, and removing admins and super admins at its sole discretion, with or without cause and without notice.
- Modifying community governance structures, rules, and membership at any time.
- Suspending or removing any Member from a community for any reason at Marigold Intelligence LLC's sole discretion.
- Dissolving any Phase 1 community at any time, for any reason, as described in Article 7.5.

**7.4 Admin and Super Admin Roles in Phase 1**

Marigold Intelligence LLC may appoint Members as admins or super admins within Phase 1 communities to assist with day-to-day community management. These appointments are made at Marigold Intelligence LLC's sole discretion and may be revoked at any time without cause or notice. Admins and super admins in Phase 1 communities exercise their authority on behalf of and subject to the direction of Marigold Intelligence LLC. Their authority does not extend beyond what Marigold Intelligence LLC has expressly delegated, and Marigold Intelligence LLC may override, reverse, or supersede any admin or super admin decision at its sole discretion.

Admin and super admin roles in Phase 1 do not create any employment, agency, or contractual relationship between the appointed Member and Marigold Intelligence LLC. Appointed admins and super admins serve voluntarily and receive no compensation from Marigold Intelligence LLC for their governance activities.

**7.5 Phase 1 Community Dissolution**

Marigold Intelligence LLC reserves the right to dissolve any Phase 1 community at any time, with or without cause, including but not limited to the following circumstances:

- The community is being used for illegal activity or in violation of the Acceptable Use Policy or Terms of Service.
- The community's continued operation creates legal, regulatory, or reputational risk to Marigold Intelligence LLC.
- The community has been inactive below a threshold determined by Marigold Intelligence LLC at its sole discretion.
- Marigold Intelligence LLC determines that dissolution is in the best interest of the platform or its Members.
- Marigold Intelligence LLC transitions from Phase 1 to Phase 2 governance.

**7.6 Dissolution Process and Member Protections**

Where operationally feasible and where dissolution is not required on an emergency basis, Marigold Intelligence LLC will endeavor to:

- Provide Members with at least **14 days** advance notice of a planned community dissolution via email and/or in-app notification.
- Complete or close any active rental agreements before dissolution takes effect.
- Trigger a final bill splitting cycle to calculate and notify Members of any outstanding payment obligations prior to dissolution.

Members acknowledge and agree that:

- Marigold Intelligence LLC is not liable for any losses, damages, inconvenience, or financial harm arising from the dissolution of a Phase 1 community, whether planned or emergency.
- Outstanding payment obligations between Members that exist at the time of dissolution remain the personal obligations of the individual Members involved and do not extinguish upon dissolution.
- Unresolved disputes at the time of dissolution may not be adjudicated through the platform after dissolution is complete. Members with unresolved disputes must pursue resolution directly between themselves or through applicable legal processes.
- Marigold Intelligence LLC will make reasonable efforts to provide Members with access to their transaction history and account records for a period of **30 days** following dissolution to assist with any outstanding personal settlements.

**7.7 No Vested Rights in Phase 1**

Membership in a Phase 1 community does not create any vested rights, property interests, or entitlements. Members have no right to continued community membership, continued access to a specific community, or continuation of any community. Marigold Intelligence LLC's exercise of its governance authority under Phase 1, including dissolution, does not give rise to any claim for damages, compensation, or other relief against Marigold Intelligence LLC.

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### Phase 2 — General Release Governance

**7.8 Transition to Phase 2**

Phase 2 governance will apply to communities created after Marigold Intelligence LLC publicly launches the general release of MarigoldShare. Marigold Intelligence LLC will publish the complete Phase 2 governance framework — including community creation requirements, super admin tier mechanics, peer governance and demotion processes, and detailed dissolution procedures — no less than **30 days** before Phase 2 launches.

Members of existing Phase 1 communities will be notified of the transition to Phase 2 governance and given the opportunity to review updated terms. Continued participation in any community after the Phase 2 effective date constitutes acceptance of the updated governance framework.

**7.9 Phase 2 Governance Principles**

While the full Phase 2 framework will be published prior to general release, Marigold Intelligence LLC commits that the Phase 2 governance framework will:

- Define a super admin role with authority to promote and demote admins and to elevate admins to super admin status within their community.
- Establish a clear process for community creation, including any eligibility or endorsement requirements.
- Define the conditions and process for voluntary community dissolution by super admins.
- Define the conditions and process under which Marigold Intelligence LLC may dissolve a community, with appropriate Member protections.
- Establish a process for Marigold Intelligence LLC to remove admins or super admins who violate platform policies.
- Provide Members with meaningful notice before material governance changes take effect.

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## Article 8 — Admin Roles and Responsibilities

### 8.1 Appointment of Admins

Each community must have at least one Super Admin. In Phase 1 communities, super admins are appointed by Marigold Intelligence LLC. In Phase 2 communities, super admins may be founders of the community or Members elected or appointed by existing super admins. A Super Admin can appoint other members as admins or demote admins to members. 

### 8.2 Super Admin and Admin Duties

Super Admins and Admins are responsible for:

- Welcoming and onboarding new Members.
- Maintaining community standards and enforcing these Bylaws.
- Moderating listings, reviews, and Member communications as needed.
- Resolving disputes fairly and in a timely manner.
- Communicating community updates and policy changes to Members.

### 8.3 Admin Limitations

Admins and Super Admins do not have authority to modify the MarigoldShare Terms of Service, Privacy Policy, or any platform-level policies. Admins/Super Admins act on behalf of the community, not on behalf of Marigold Intelligence LLC. Admins/Super Admins may not award replacement costs exceeding the declared replacement cost ceiling established in Article 2.3. In Phase 1 communities, admins/super admins act subject to the overriding authority of Marigold Intelligence LLC as described in Article 7.3.

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## Article 9 — Amendments

These Bylaws may be updated by MarigoldShare from time to time to reflect changes in platform policies, legal requirements, or community best practices. Members will be notified of material changes via in-app notification. Continued use of the community following notification constitutes acceptance of the updated Bylaws.

Individual communities may establish additional local rules, provided they do not conflict with these Bylaws or the MarigoldShare Terms of Service.

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## Article 10 — Acknowledgment

By joining a community on MarigoldShare, you acknowledge that you have read, understood, and agreed to be bound by these Community Bylaws, including the governance phase framework in Article 7 applicable to the community you are joining.

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*These Community Bylaws were last updated on April 15, 2026.*

