This Vendor Agreement ("Agreement") is made and entered into by and between KWIVVR INC, a company incorporated and existing under the laws of the United States ("KWIVVR" or "Marketplace Operator"), and the undersigned vendor ("Vendor").

By registering as a vendor on the KWIVVR Marketplace, the Vendor agrees to the terms set forth in this Agreement.

1. Scope of Agreement

• KWIVVR operates an online marketplace platform ("Marketplace") through which Vendors may offer physical goods and digital products to customers. This Agreement governs Vendor's access to and use of the Marketplace.

2. Vendor Responsibilities

• Vendor shall be solely responsible for providing product descriptions, product media, and product pricing upon listing products on the Marketplace.
• Vendor shall ensure that all products listed and sold through the Marketplace are accurately described and meet any and all applicable legal and/or quality standards. 
• Upon the placement of an order for the Vendor's products, the Vendor will be notified with all relevant order details, including products ordered, customer name, and address.
• Vendor shall be solely responsible for fulfilling orders placed by customers via the Marketplace, including packaging, shipping, and delivery.
• Vendor shall be responsible for maintaining accurate and up-to-date contact and payment method details on the Vendor Portal.
• Vendor shall be responsible for entering their return and refund policy details on the Vendor Portal.

3. Commission and Fees

• KWIVVR will retain a 15% commission on the gross sales price (excluding taxes and shipping) of each transaction completed through the Marketplace.
• Commission fees will be deducted prior to remittance of payment to Vendor.

4. Payments

• KWIVVR will remit payment to the Vendor within 30 days of the confirmed delivery of the order.
• All payments will be made via the payment method on file in the Vendor’s account.

5. Returns and Refunds

• KWIVVR intends to honor any existing return and refund policies for each vendor, as entered on the Vendor Portal.
• In the event that a customer requests a return and/or refund, KWIVVR will direct the customer to the policy section of the vendor profile.
• KWIVVR reserves the right to deduct the refunded amount from the Vendor’s balance or future payments if necessary.

6. Prohibited Products

• Vendors shall not list or sell any products that are illegal, infringe on intellectual property rights, or violate KWIVVR’s content or product guidelines (as may be updated from time to time).

7. Term and Termination

• This Agreement is effective upon acceptance by the Vendor and remains in effect until terminated by either party.
• Either party may terminate this Agreement at any time, with or without cause, by providing written notice.
• Upon termination, Vendor's listings will be removed from the Marketplace, but obligations incurred prior to termination will survive.

8. Limitation of Liability

• KWIVVR shall not be liable for any indirect, incidental, special, or consequential damages arising out of or related to this Agreement or the use of the Marketplace.

9. Indemnification

• Vendor agrees to indemnify and hold harmless KWIVVR, its affiliates, and their respective officers, directors, and employees from any claims, damages, or losses arising from Vendor’s use of the Marketplace or violation of this Agreement.

10. Governing Law

• This Agreement shall be governed by and construed in accordance with the laws of the United States, without regard to its conflict of law principles.

11. Miscellaneous

• This Agreement constitutes the entire agreement between the parties and supersedes any prior understanding or agreement.
• KWIVVR may update or modify this Agreement by providing written notice to Vendor, and continued use of the Marketplace will constitute acceptance of the updated terms.
  
  

**IN WITNESS WHEREOF**, the parties have executed this Agreement as of the date of Vendor’s acceptance.