Wayflyer and Clearco Defaults: 5 Contract Questions for Ecommerce Brands

The contract allows what the contract describes, and the two best known ecommerce funders describe different things. A brand holding a Wayflyer agreement and a Clearco agreement holds two distinct repayment structures with different consequences when sales fall, and no general rule about revenue based financing can substitute for reading each plan. The slower month tests the documents. The documents, if read in time, survive the slower month.

Two Providers and Two Repayment Structures

Wayflyer and Clearco both serve online sellers, and the resemblance ends at the customer list. Wayflyer explanation of its repayment methods offers a variable method based on a percentage of earned revenue alongside a fixed method collected on a set schedule, with availability dependent on the funding offered. Clearco description of its invoice funding product presents capped weekly revenue payments with early payoff terms tied to prorated fees, a structure distinct from a general advance. The brand should confirm which product and which plan its documents contain before discussing default, since advice about one provider payment mechanics does not transfer to the other.

The signed offer determines the repayment method, the rate or amount, the collection mechanics and the duration of the obligation. Marketing pages describe the current menu. The agreement describes the meal, if the reader will forgive a tired comparison, and counsel needs the latter rather than the former. Older blog posts and superseded product pages should not be substituted for current terms.

One paragraph of the offer decides the dispute that arrives a year later.

Wayflyer Fixed and Variable Repayment

Under the variable method, Wayflyer collects a percentage of earned revenue calculated across connected platforms, so lower sales produce lower remittances and higher sales accelerate repayment. Under the fixed method, the brand pays a set amount on a set schedule regardless of sales fluctuations, which aids planning while removing the cushion a slow period would otherwise provide. The offer stage determines which method applies, and the brand should verify the plan it accepted rather than assume the more forgiving structure governs.

Where a brand holds additional funding while repaying an existing advance, the documents may stack the repayments as independent obligations with separate rates or blend them under the most recent rate covering both advances. Fixed advances stack without blending, so a second fixed advance adds its full scheduled amount to the existing burden. Variable arithmetic deserves testing against margin before acceptance: one advance at ten percent of daily revenue with a second at fifteen percent produces a combined daily remittance of twenty five percent of sales. Ten decisions, each defensible in isolation, can still produce an obligation the business cannot carry, and the stacked total is where that accumulation becomes visible.

The longstop and cap mechanics require the same attention, since extensions during slow sales remain subject to outer limits. Counsel should ensure the brand calendar reflects each outer date, and the finance lead should ensure forecasts model the stacked total rather than each advance in isolation. Slow sales extend the variable timeline. They do not suspend it, and the distinction carries weight in a quarter where revenue halves.

Clearco Capped Revenue Payments

Clearco invoice funding differs from a general advance in both purpose and mechanics, with weekly payments tied to revenue subject to a cap and early payoff provisions addressing prorated fees. The brand should read the eligible early payoff language as written rather than as a promise of discount, since prorated fee treatment follows the contractual conditions rather than the marketing summary. Whether a missed or reduced weekly payment triggers a cure process, a renegotiation or a stronger remedy is a question the documents answer for this account, and counsel should locate the answer before the brand characterizes its position to the funder.

There is a specific silence in the inbox after a brand sends a long explanation of why sales fell instead of the payment the documents required. A shorter message with the statements attached performs better, though no message performs the work of the payment itself. In late summer the ecommerce calendar turns toward inventory buildup for the selling season, which competes for the cash needed to cure a shortfall, and the brand that waits until peak season to address the arrears negotiates while funding its busiest quarter on credit.

Multiple Advances and Stacked Obligations

Taking a second advance while repaying a first is the decision that most often converts a manageable structure into a distressed one, and the documents of each provider address the combination in separate provisions. Wayflyer stacked and blended mechanics are described in the help materials, while Clearco invoice terms interact with other brand debt according to their own provisions, so the combined cash requirement must be modeled from the actual papers rather than assumed from either provider summary. Which the brand accepted, and in which order, determines the weekly burden with more precision than any general discussion of revenue based financing can supply.

A funder that extended additional capital in order to deepen its share of brand revenue will measure any settlement proposal against the combined obligation shown in its own records (a position its counsel will defend as the straightforward enforcement of signed papers). The brand should therefore present the full stack to its own advisers without omission, including advances from other providers that compete for the same receipts. Review and analyze the combined remittance against margin, identify the week the structure becomes unworkable, and bring that analysis rather than a narrative to the negotiation.

Records to Preserve

Retain each offer, each repayment plan and the full remittance history. Record the collection method for every advance.

A Settlement Review Against the Signed Plan

Bring the stacked statements to Delancey Street for a free confidential initial review of the commercial position. The company is a debt settlement company, not a law firm, and independently licensed counsel handles legal analysis with representation in any proceeding. An adviser can test the combined remittance against margin and identify what the business can pay, the approvals required and which obligations a proposed arrangement would resolve.

Resist the urge to present one provider proposal as the solution to the full stack, because a concession from one funder leaves the other remittances untouched and the weekly burden nearly whole. Simply ask what documentation of closure follows performance for each obligation, and retain it where the next forecast can be built on settled figures. The provider should ensure its service scope names each account under review. Counsel should ensure any proposed release names each financing party with the claims addressed. The contract allowed the structure the brand accepted, and a negotiated exit on documented terms is how the brand leaves it behind, with the peculiar relief of a forecast that adds up.