Effective Date: October 15, 2026 Version: 1.0 Applies to: All brand owners who receive brand data or analytics through the Brand Portal.
Article 1: Introduction and Scope
1.1 This document is the data-sharing instrument between the Company and the Brand: the data the Brand receives for its brand, the form in which the data is provided, the data the Company does not provide, and the confidentiality and permitted-use duties that condition receipt of the data. It binds every Brand that receives data under the document.
1.2 Personal information is governed by the Privacy Policy. This document governs commercial data sharing within the bounds the Privacy Policy sets. Where this document and the Privacy Policy overlap, the Privacy Policy prevails.
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 Brand 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 Account: the account a person or business establishes with the Company to use the Platform.
2.2 Brand: a brand owner: a person or business that owns or controls a brand and that holds a verified registry record under the Brand Registry Policy.
2.3 Brand Data: the commercial data for the Brand's own brand that the Company provides under Article 3.
2.4 Company: All About Pawz, LLC, a Tennessee limited liability company.
2.5 Platform: the websites, applications, and services the Company operates under the name All About Pawz, including aapawz.com.
2.6 Products: goods offered for sale through the Platform.
2.7 Seller: a person or business the Company has accepted to offer Products or Services through the Platform.
2.8 Services: services offered through the Platform, including grooming, veterinary, pharmacy, and fulfillment services, as applicable.
Article 3: Data the Brand Receives
3.1 For its own brand, a verified Brand receives: (a) unit sales and revenue by Product and period for the brand; (b) search impression and click data for the brand; (c) offer share among Sellers of the brand, in aggregate; (d) advertised-price monitoring data, as the enforcement feed for the Minimum Advertised Price (MAP) Policy (Minimum Advertised Price (MAP) Policy); (e) complaint and violation history affecting the brand; (f) review and rating aggregates for the brand's Products; and (g) inventory availability signals for the brand's Products across the channel.
3.2 Brand Data is provided through the Brand Portal, as governed by the Brand Portal Terms.
Article 4: Aggregation and Data Not Provided
4.1 Brand Data is aggregated where unaggregated data would identify an individual Seller's confidential commercial information. The Brand receives offer share in aggregate form and does not receive a Seller's unit economics, margins, or cost structures.
4.2 Two exceptions to clause 4.1 apply, each on enforcement necessity: (a) advertised-price violation evidence, in which the listing in violation is identified, because a violation cannot be cured unless the listing is identified; and (b) complaint evidence, limited to the listings named in the Brand's own complaints.
4.3 The Company does not provide, under any circumstances: (a) Buyer personal information, including a Buyer's name, address, or purchase history tied to an individual; (b) data of another brand; or (c) Seller confidential data beyond the exceptions in clause 4.2, including a Seller's supplier identities and margin data.
4.4 The aggregation rule in this Article reflects the Brand's position in the channel: a Brand that also sells directly competes with its authorized Sellers, and Brand Data is provided for management of the brand and not as intelligence on competitors.
Article 5: Confidentiality and Permitted Use
5.1 The Brand shall use Brand Data solely to manage the Brand's business on and in connection with the Platform: assortment planning, advertised-price enforcement, authorization decisions, and marketing planning for the brand on the Platform.
5.2 The Brand shall not: (a) disclose Brand Data to a third party, except to professional advisers bound by a duty of confidentiality: a request from a distributor or another commercial counterparty is not within this exception; (b) use Seller-level data received under clause 4.2 to compete against a Seller as a retailer beyond the Brand's own direct-selling rights, including use of a Seller's pricing as competitive intelligence for the Brand's direct listings; or (c) use Brand Data to divert a Seller's business off the Platform.
5.3 Brand Data is confidential to the Brand and the Company. The duty in this Article survives termination of this document for data received before termination.
Article 6: Accuracy and Discrepancies
6.1 The Company shall produce Brand Data from the same records the Company uses for its own reporting of the brand. The Company does not warrant that Brand Data is free of error; analytics are computed, and computation has edge cases.
6.2 The Brand may report a material discrepancy through the Brand Portal, stating the measure, the period, and the Brand's own record. The Company shall investigate a reported discrepancy and shall correct the data or state the cause of the difference within fifteen (15) business days of the report.
Article 7: Fees
7.1 A fee is payable under this document only if the fee is stated in the Brand Program Fees Policy. No other charge of any kind is payable, and the Company shall not impose a fee that that document does not state. Standard analytics carry no fee except as stated there; paid analytics tiers are enhancements under that document.
Article 8: Liability
8.1 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.
8.2 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 Brand 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).
8.3 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 Brand owes for Orders, fees, chargebacks, or refunds under this document; or (d) liability that cannot be limited under applicable law.
8.4 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 9: Indemnification
9.1 Duty. The Brand 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 Brand's breach of this document, including a disclosure or use of Brand Data contrary to Article 5; (b) the Brand's Products, listings, or content supplied by the Brand; (c) the Brand's violation of any law or of the rights of any person; (d) product liability and intellectual property infringement claims arising from the Brand's Products, and product recall costs for the Brand's Products; and (e) taxes for which the Brand is responsible under this document.
9.2 Procedure. The Company shall give prompt written notice of a claim under this Article. The Brand shall control the defense with counsel reasonably acceptable to the Company. The Company may participate in the defense at its own expense. The Brand 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.
9.3 Survival. This Article survives the termination of this document.
Article 10: Enforcement and Appeals
10.1 Investigation. The Company may investigate any suspected violation of this document. The Brand shall cooperate with an investigation and shall produce the records this document requires the Brand to keep.
10.2 Notice. If the Company determines that the Brand 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.
10.3 Opportunity to cure. Where a violation is capable of cure, the Brand 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.
10.4 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) suspend access to Brand Data immediately, and suspend portal access on a willful breach, under the Brand Portal Terms; (c) remove or suppress a listing or content; (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. A breach of Article 5 results in immediate suspension of data access while the breach is investigated.
10.5 Appeal. The Brand 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.
10.6 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 11: Term and Termination
11.1 Term. This document takes effect when the Company first provides Brand Data to the Brand and continues until terminated under this Article.
11.2 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 Brand materially breaches this document, engages in fraud, or becomes ineligible to participate.
11.3 Termination by the Brand. The Brand may terminate this document on thirty (30) days' written notice to support@aapawz.com, provided the Brand has no investigation outstanding.
11.4 Effect of termination. On termination: (a) the rights granted under this document end and access to Brand Data ceases; (b) obligations that arose before termination: including the confidentiality duty in Article 5, 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.
11.5 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 12: Dispute Resolution
12.1 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 13: General Provisions
13.1 Amendments. The Company may amend this document by posting the amended document in the Document Center and giving notice to the Brand at the email address in the Account. An amendment that materially increases the Brand'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 Brand does not accept an amendment, the Brand's remedy is to terminate under Article 11 before the amendment takes effect.
13.2 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 Brand 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 Brand 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.
13.3 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.
13.4 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.
13.5 Entire agreement. This document, together with the documents it incorporates by reference, is the entire agreement between the Company and the Brand for the subject it governs and supersedes every prior or contemporaneous statement, communication, or agreement on that subject, whether written or oral.
13.6 Assignment. The Brand 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 Brand.
13.7 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.
13.8 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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