Effective Date: October 15, 2026 Version: 1.0 Applies to: All Sellers who offer Products or Services through the Platform.
Article 1: Introduction and Scope
1.1 This document states the terms on which fees are charged to a Seller: when a fee is earned and charged, how a fee is calculated and collected, how a fee may be changed, and how a fee dispute is decided. The amounts of the fees are stated in the Seller Fee Schedule and the Referral Fee Schedule; this document states the rules that govern those amounts.
1.2 The Selling Terms of Service govern the Seller's relationship with the Company, including the appointment of the Company as the Seller's limited agent for the collection of payment. This document governs fees only.
1.3 If a provision of this document conflicts with the Terms of Use, this document controls for the subject it governs. If a provision of this document conflicts with the terms of a program in which the Seller participates, the program terms control for that program. Policies and help pages explain this document; they do not amend it, and in any conflict this document prevails.
Article 2: Definitions
2.1 The definitions in the Selling Terms of Service apply to this document. In addition, in this document 2.2 Fee: an amount charged to a Seller under the Seller Fee Schedule.
2.3 Fee Schedule: the Seller Fee Schedule, including the Referral Fee Schedule.
2.4 Order Placement: the point at which an Order is accepted in accordance with the Order Formation and Acceptance Policy.
2.5 Schedule Entry: a single entry in the Fee Schedule stating a fee's name, the event that triggers it, its amount or rate, the category or Seller to which it applies where the fee is so scoped, and its effective date.
Article 3: No Fee Exists Unless Stated in the Fee Schedule
3.1 A fee is payable under this document only if the fee is stated in the Seller Fee Schedule. No other charge of any kind is payable, and the Company shall not impose a fee that the schedule does not state.
3.2 A fee stated without an amount or rate is not chargeable. Where a Schedule Entry states no amount or rate, the amount of that fee is zero until an amount or rate is stated in the Fee Schedule in accordance with Article 7.
3.3 A fee charged without a Schedule Entry, or in an amount the Schedule Entry does not authorize, is an error of the Company. The Company shall reverse the fee in full in accordance with the Fee Reversals and Adjustments Policy, whether or not the Seller disputes the fee. An unauthorized fee is not a debt of the Seller.
3.4 No fee may be implied from custom, from the practice of another marketplace, or from a Seller's use of a service. The Fee Schedule is the complete statement of the fees a Seller may be charged.
Article 4: Fee Families
4.1 Referral fees. A percentage of the Order total, set per category in the Referral Fee Schedule and charged at Order Placement.
4.2 Closing fees. A fixed amount per item sold, stated in the Seller Fee Schedule and charged at Order Placement. A closing fee applies only where the Fee Schedule so states for the Seller's plan.
4.3 Fulfillment fees. Amounts charged for fulfillment services under the Fulfillment by Pawz Shop program, stated in that program's terms and charged when the service is performed.
4.4 Storage fees. Amounts charged for inventory held in the Company's fulfillment facilities under the Fulfillment by Pawz Shop program, stated in that program's terms and charged monthly in arrears.
4.5 Refund and return fees. Amounts charged in connection with the processing of a refund or a return, stated in the Seller Fee Schedule and charged when the refund or return is processed.
4.6 Program fees. Amounts charged for a plan, advertising, premium placement, or another program or service, each stated in its own Schedule Entry or in the terms of the program, and charged as those terms provide.
Article 5: Schedule Entries
5.1 Each Schedule Entry states: (a) the fee family; (b) the rate, where the fee is a percentage; (c) the flat amount, where the fee is a fixed amount per item, per Order, or per period; (d) the category to which the fee applies, where the fee is category-scoped; (e) the effective date from which the fee is chargeable and, where applicable, the date on which it ceases to be chargeable; and (f) the Seller to whom the entry applies, where the entry is Seller-specific.
5.2 A Schedule Entry is chargeable only when the Order Placement date falls on or after the entry's effective date and, where the entry states an end date, before that end date, and no later entry for the same fee, category, and Seller supersedes it. Where two entries overlap for the same scope, neither is chargeable until the Company corrects the overlap.
5.3 A Seller-specific entry displaces the platform-wide entry for that Seller only. A Seller-specific entry does not apply to any other Seller.
5.4 A fee may not be charged for activity that occurred before the Schedule Entry's effective date. The rate in force at Order Placement governs that Order, even if settlement occurs after a change takes effect.
Article 6: Calculation, Invoicing, and Collection
6.1 A fee is earned when the event stated in its Schedule Entry occurs, and is calculated per Order from the Schedule Entries in force at Order Placement. The calculation is mechanical: for each applicable entry, the rate is applied to the fee base stated for that fee family in the Seller Fee Schedule, and any flat amount is added. No part of the calculation is discretionary once the entries are in force.
6.2 Each fee charged shall be recorded as a separate line in the Seller's account record, stating the name of the fee, the amount, the Order to which it relates, the balance after the charge, and the Schedule Entry under which it was charged. A fee that the Seller cannot trace from the statement line to the account record to the Schedule Entry is a correctable error under the Statement and Reconciliation Policy.
6.3 Fees are invoiced and collected by deduction from amounts otherwise payable to the Seller. The Seller authorizes that deduction by accepting the Selling Terms of Service. The Company shall not collect a fee by a separate invoice, by a direct debit outside the deduction and setoff arrangements in the Selling Terms of Service, or by any other channel. A demand for a fee made outside those arrangements is not owed.
6.4 Where amounts payable to the Seller are insufficient to cover fees owed, the unpaid balance is a debt of the Seller, collected by setoff against future disbursements and account balances and, where necessary, by recovery in accordance with the Selling Terms of Service.
6.5 As the Seller's limited agent for the collection of payment under the Selling Terms of Service, the Company may: (a) accept and collect payment from Buyers in the Seller's name; (b) deduct fees, commissions, and reserves from amounts collected before disbursing the balance; (c) hold funds and maintain reserves against the Seller's Account to cover returns, disputes, and chargebacks; (d) delay disbursement and set off amounts the Seller owes, including refunds, chargebacks, and fees; (e) reverse a disbursement and recover amounts from the Seller's payment account or linked bank account in accordance with the Selling Terms of Service; and (f) suspend transfers to the Seller where fraud or unresolved disputes require it. Each exercise of a right under this clause shall be recorded against the Seller's Account.
Article 7: Fee Changes
7.1 The Company may change a fee only by a new or amended Schedule Entry. The Company shall give the Seller notice of a fee change thirty (30) days before the change takes effect, stating the fee, the amount or rate before the change, the amount or rate after the change, and the effective date. Notice of a change that increases a fee shall be given by email to the address in the Account in addition to publication of the amended Fee Schedule.
7.2 A fee change is not retroactive. An Order placed before the effective date of a change is charged under the Schedule Entries in force at Order Placement.
7.3 A fee change is recorded as a new Schedule Entry with its own effective date; the prior entry is closed, not edited. The history of entries is preserved so that any fee previously charged can be re-derived from the entries in force when it was charged.
7.4 Continued selling after the effective date of a fee change is acceptance of the change. A Seller that does not accept a change may terminate in accordance with Article 11 before the change takes effect.
Article 8: Taxes on Fees
8.1 Fee amounts stated in the Fee Schedule are exclusive of any tax that applies to the fee itself. Where a tax applies to a fee by law, the tax is added to the fee and stated as a separate line in the Seller's account record and statement.
8.2 Taxes on the underlying sale are governed by the Marketplace Facilitator Tax Policy and the Tax Identity and 1099 Reporting Policy. This document governs only taxes on fees.
Article 9: Fee Disputes
9.1 The Seller may dispute a fee in accordance with the Dispute Standards within sixty (60) calendar days of the charge.
9.2 In a fee dispute, the Company shall produce the Schedule Entry in force at Order Placement and the account record line that posted the charge. If the Company cannot produce both, the fee shall be reversed.
9.3 A reversal under this Article is made in accordance with the Fee Reversals and Adjustments Policy and posts as its own recorded line linked to the original charge. A reversal shall not be netted silently against an unrelated charge.
Article 10: Liability
10.1 Exclusion of certain damages. To the fullest extent permitted by law, neither party is liable to the other for indirect, incidental, special, punitive, or consequential damages, or for lost profits, lost revenue, or loss of goodwill, arising out of or relating to this document, even if the party has been advised of the possibility of those damages.
10.2 Cap. To the fullest extent permitted by law, the Company's total liability arising out of or relating to this document shall not exceed the greater of (a) the amounts the Seller paid to the Company under this document in the twelve months before the event giving rise to the claim, or (b) one hundred dollars ($100).
10.3 Carve-outs. This Article does not limit (a) a party's indemnification obligations under this document; (b) liability for fraud or willful misconduct; (c) amounts the Seller owes for Orders, fees, chargebacks, or refunds under this document; or (d) liability that cannot be limited under applicable law.
10.4 Essential purpose. The parties agree that this Article allocates risk between them, that it is an essential part of the basis of their bargain, and that it applies even if a limited remedy fails of its essential purpose.
Article 11: Indemnification
11.1 Duty. The Seller shall indemnify, defend, and hold harmless the Company and its members, managers, employees, and agents from and against every claim, demand, action, loss, liability, judgment, settlement, cost, and expense (including reasonable attorneys' fees) arising out of or relating to: (a) the Seller's breach of this document; (b) the Seller's Products, Services, listings, or User Content; (c) the Seller's violation of any law or of the rights of any person; and (d) taxes for which the Seller is responsible under this document.
11.2 Procedure. The Company shall give prompt written notice of a claim under this Article. The Seller shall control the defense with counsel reasonably acceptable to the Company. The Company may participate in the defense at its own expense. The Seller shall not settle a claim in a manner that imposes any obligation or restriction on the Company, or that does not release the Company fully, without the Company's prior written consent.
11.3 Survival. This Article survives the termination of this document.
Article 12: Enforcement and Appeals
12.1 Investigation. The Company may investigate any suspected violation of this document. The Seller shall cooperate with an investigation and shall produce the records this document requires the Seller to keep.
12.2 Notice. If the Company determines that the Seller has violated this document, the Company shall give written notice stating the provision violated and the facts relied on, except where notice would compromise an investigation of fraud, a safety risk, or a legal obligation.
12.3 Opportunity to cure. Where a violation is capable of cure, the Seller has ten (10) business days from notice to cure it and to confirm the cure in writing. No cure period applies to fraud, counterfeiting, a risk to the safety of a person or an animal, unlawful conduct, or a violation that by its nature cannot be cured.
12.4 Measures. If a violation is established and is not cured within the period allowed, the Company may, proportionate to the violation: (a) issue a written warning; (b) remove or suppress a listing or content; (c) cancel an Order or a booking; (d) suspend the Account or a program participation, in whole or in part; (e) terminate this document and the Account; and (f) exercise any other right or remedy available under this document or at law.
12.5 Disbursement hold. The Company may hold disbursements to the Seller while an investigation under this Article is pending, and shall release amounts not required to satisfy the Seller's obligations when the investigation closes.
12.6 Appeal. The Seller may appeal a measure under this Article by written notice to legal@aapawz.com within thirty (30) days of the measure, stating the grounds and attaching the records relied on. The appeal is decided by a person who did not make the original decision. The Company's decision on appeal is final. A measure remains in effect during an appeal unless the Company directs otherwise in writing.
12.7 No waiver by delay. The Company's delay in acting on a violation is not a waiver of the violation or of any later violation of the same kind.
Article 13: Term and Termination
13.1 Term. This document takes effect when the Seller accepts it and continues until terminated under this Article.
13.2 Termination by the Company. The Company may terminate this document and the Account on thirty (30) days' written notice for any reason, and immediately on written notice if the Seller materially breaches this document, engages in fraud, or becomes ineligible to participate.
13.3 Termination by the Seller. The Seller may terminate this document on thirty (30) days' written notice to support@aapawz.com, provided the Seller has no Order, booking, or investigation outstanding.
13.4 Effect of termination. On termination: (a) the rights granted under this document end; (b) obligations that arose before termination: including payment, refund, chargeback, record-keeping, and indemnification obligations: survive until satisfied; and (c) the Company shall disburse amounts owed, less amounts the Company may set off under this document, within thirty (30) days, except amounts held in connection with an open investigation or dispute.
13.5 Survival. The Definitions, Fees (for accrued amounts), Liability, Indemnification, Enforcement and Appeals (for measures taken before termination), Dispute Resolution, and General Provisions Articles survive termination.
Article 14: Dispute Resolution
14.1 Any dispute arising out of or relating to this document, or to the relationship it governs, is governed by the Dispute Resolution Policy, which is incorporated into this document by reference.
Article 15: General Provisions
15.1 Amendments. The Company may amend this document by posting the amended document in the Document Center and giving notice to the Seller at the email address in the Account. An amendment that materially increases the Seller's fees or obligations takes effect thirty (30) days after notice; other amendments take effect on posting. Continued use of the Platform after the effective date of an amendment is acceptance of it. If the Seller does not accept an amendment, the Seller's remedy is to terminate under Article 13 before the amendment takes effect.
15.2 Notices. (a) Legal notices under this document shall be sent to legal@aapawz.com. Operational notices and all other communications shall be sent to support@aapawz.com. A notice to the Company is effective when the Company acknowledges receipt or, for email, one business day after sending, whichever is earlier. (b) Notices to the Seller are effective when sent to the email address in the Account or posted to the Account's notice facility in the portal, whichever occurs first. The Seller shall keep the email address in the Account current. (c) DMCA notices are given as provided in the DMCA and Copyright Policy, to the designated agent at legal@aapawz.com.
15.3 Governing law. This document is governed by the laws of the State of Tennessee, without regard to its conflict-of-laws rules. Subject to the Dispute Resolution Policy, any proceeding arising out of this document shall be brought in the state or federal courts located in Shelby County, Tennessee, and the parties consent to personal jurisdiction there.
15.4 Severability. If any provision of this document is held unenforceable, the provision shall be enforced to the fullest extent permitted, and the remaining provisions continue in full effect.
15.5 Entire agreement. This document, together with the documents it incorporates by reference, is the entire agreement between the Company and the Seller for the subject it governs and supersedes every prior or contemporaneous statement, communication, or agreement on that subject, whether written or oral.
15.6 Assignment. The Seller shall not assign this document or any right or obligation under it without the Company's prior written consent, and an assignment without consent is void. The Company may assign this document to an affiliate or in connection with a sale of all or part of its business, on notice to the Seller.
15.7 Waiver. A waiver of any provision of this document is effective only in writing and only for the instance stated. No waiver is a waiver of any other provision or instance.
15.8 Interpretation. Headings are for convenience only. "Including" means "including without limitation." This document shall not be construed against a party as its drafter. The English-language text controls over any translation.
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