[Direct answer]In the Beijing area, the pitfalls of live-streaming sales contracts are concentrated in five aspects: lack of qualifications of the main parties (the other party simply doesn't have the qualification to sell goods or the account is not under their name); unclear fee structure (the position fee, commission rate, and settlement period are all agreed verbally); lack of a refund mechanism for guaranteed sales clauses (they promise GMV but don't specify what to do if it's not achieved); unclear scope of product exclusivity (how long is the exclusivity period, and which product categories are not specified); and imbalanced liability for breach of contract (only the merchant is fined, not the live streamer). If these five items are included in the written contract before signing, most sales disputes can be avoided.

1. Problem background and typical scenarios

The rapid expansion of live-stream e-commerce has made it common for merchants to hire MCN agencies or streamers to promote products. However, with low industry thresholds and vague rules, the number of disputes has risen sharply: merchants pay hundreds of thousands of yuan in placement fees, but the streamer only broadcasts for three minutes with zero sales; contracts promise guaranteed sales, but the actual GMV is less than 10% of the promised amount, and the platform uses fake order data to evade settlement; streamers switch to competing platforms midway, but the exclusivity clause doesn't specify penalties for breach of contract; and when the cooperation ends, the fans acquired by the merchant are all taken away by the agency. The common root of these scenarios is that trust is mistaken for a contract during the signing process.

II. Key points of dispute

First, the verification of the contracting parties' qualifications and the ownership of the account. Second, the settlement rules for the position fee and commission. Third, the guaranteed quantity clause and the identification of data fraud. Fourth, the competition restrictions and the provisions of liability for breach of contract.

III. Professional analysis by Henglue Lawyers

The first layer is the foundation of the cooperation between the main body and the account: Before signing the contract, check the other party's business license and scope of business. For categories such as food, cosmetics, and medical devices, corresponding operating or filing qualifications are also required. It's also necessary to clarify whether the streamer has a labor or agency relationship with the agency—if the wrong main body is selected, there may be mutual blame when accountability is required. The ownership of the account must be clearly defined: who is the registered owner of the account, who owns the fans and materials generated during the cooperation, and how the account will be handled after the cooperation ends. Verbal promises of "resource sharing" are worthless in litigation. The second layer is to specify the fee structure in detail: the amount of the slot fee and payment deadlines, the commission rate and calculation basis (actual sales or refunded amounts), settlement cycles and reconciliation methods, and who bears the platform's technical service fees and refund deductions. In practice, many disputes arise from vague statements such as "commission based on actual sales"—for categories with high return rates, the difference between actual sales and settlement amounts can reach 30%. It's essential to lock in the calculation method in the contract. The third layer requires an exit mechanism for performance guarantees: specify the GMV target and outline the consequences of failure to meet it—proportional refunds of the slot fee, free rebroadcast sessions, or termination of the contract and refunds. Without this clause, performance guarantees are just marketing gimmicks. Data fraud is a major problem in live-streaming contracts. The contract should clearly stipulate that the platform's backend transaction data is the sole reference, prohibit刷单 and刷量, and allow the platform to withhold commissions and claim breach of contract if fraudulent data is discovered. In severe cases, the merchant may also face administrative liability for false advertising. The fourth layer requires equivalent competition restrictions and breach of contract responsibilities: clarify the start and end dates of the exclusivity period, the excluded brands and product categories, and link the breach penalty to actual losses. Contracts that only stipulate the merchant's breach of contract responsibilities while allowing streamers to freely switch agencies are inherently risky. The termination clause is equally critical: specify the circumstances under which either party can terminate the contract, how unbroadcasted sessions and paid fees will be handled after termination, dispute resolution methods, and jurisdiction. Spending an extra hour on contract negotiations now can save months of disputes later.

IV. Practical suggestions and legal basis

The first step is to verify the other party's qualifications, account ownership, and past live-streaming data before signing the contract. The second step is to specify the fee structure, guaranteed delivery mechanism, and data metrics in a written contract, refusing oral promises. The third step is to retain performance evidence such as scheduling lists, live-stream recordings, and backend data screenshots during the cooperation period. The fourth step is to send a letter of account reconciliation to fix evidence in the event of a dispute, and then decide whether to sue or terminate the contract. The main legal basis is Article 509, Article 563, Article 577, and Article 584 of the Civil Code of the People's Republic of China, as well as the relevant provisions on false advertising in the Advertising Law and the Anti-Unfair Competition Law. The specific application shall be subject to the currently effective regulations.

5. Henglu Law Firm's Advice

Three key points for live-streamed sales contracts: First, clarify the subject's qualifications and account ownership; Second, ensure that the fee terms include full refund guarantees in writing; Third, prohibit刷单 and fraudulent activities—only real backend data counts. Both parties should bear contractual liabilities, and exclusive clauses must include penalty provisions to be enforceable. This case was handled by Beijing Henglu Law Firm.Xue SuhuaThe attorney (practice license number: 11101201211769926, subject to the document issued by the judicial administrative organ) acts as the agent. For commercial contract disputes involving live-streaming sales, etc., you can contact us through the following channels:Business and contract disputes in enterprisesThe service provides a comprehensive solution, which includes the recovery of payment for goods sold online.Creditor's rights and debts, and enforcementFor more information on trademark protection, please refer to the relevant sections.Intellectual property protection and corporate lawFor any inquiries regarding the construction of an enterprise's compliance system, please feel free to consult us.Special servicesTeam.

VI. Frequently Asked Questions

Q1: If the streamer failed to broadcast on time after paying the positioning fee, can I request a refund?

Yes. If the streamer fails to perform according to the contract, the merchant can demand that the streamer continue to perform the contract, refund the booth fee, and claim breach of contract liability, based on the contract provisions and payment receipts.

Q2: What should I do if the contractually guaranteed delivery quantity is not met?

Check whether the delivery guarantee clause includes provisions for consequences such as refunds and rebroadcasting. For those with such provisions, claim according to the agreement; for those without such provisions, claim based on the losses caused by breach of contract, but the burden of proof lies with the merchant.

Q3: How to deal with fake orders and inflated sales figures in live-streaming rooms?

The backend data of the fixed platform and the evidence of screen recording will be used to refuse to pay the corresponding commission and claim breach of contract liability. If the false advertising is serious, the case can be reported to the market supervision department.

Q4: Is it a breach of contract for a streamer to switch to a competitor's live stream room?

The contract includes an exclusivity clause, which constitutes a breach of contract. The party can claim damages according to the agreement; if there is no agreement, it will be difficult to hold the other party accountable. The scope of exclusivity and the amount of damages must be specified at the time of signing the contract.

Q5: Can I sue someone for the booth fee even if there's only an oral agreement?

You can sue them, but you need to provide evidence such as transfer records, chat logs, and live-stream recordings to prove the content of the agreement. The risk of losing the lawsuit is significantly higher than that of a written contract, so it's essential to sign a formal agreement afterwards.

This article is written based on the common judicial interpretations in the Beijing area. If the case occurs in other regions, it is recommended to consult local lawyers to verify the regional differences.

If you are currently facing similar problems, it is recommended that you consult a professional lawyer as soon as possible with the relevant evidence materials to avoid missing the statutory time limit.Corporate commercial legal services·Beijing Henglue Law Firm

Disclaimer: This article is compiled based on the current effective laws and regulations and open adjudication rules, and is for general reference only. It does not constitute a formal legal opinion on specific cases. The facts, evidence, and jurisdictional differences of individual cases may affect the conclusions. If you encounter disputes, please consult a practicing lawyer in time.