Effective Date: October 15, 2026 Version: 1.0 Applies to: All Buyers charged sales tax on Orders through the Platform, and all Sellers whose sales through the Platform are subject to marketplace facilitator tax collection.
Article 1: Introduction and Scope
1.1 This document states the Company's obligations and the Seller's obligations for sales tax on sales made through the Platform under the marketplace facilitator laws of the states in which those laws apply, how tax is computed at checkout, how exemptions are claimed, and what records are kept.
1.2 A Seller's obligations for the Seller's own direct sales outside the Platform, and for income and other non-sales taxes, are not governed by this document and remain the Seller's alone.
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 Buyer or 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 Account: the account a person or business establishes with the Company to use the Platform.
2.2 Buyer: a person who purchases Products or Services through the Platform.
2.3 Company: All About Pawz, LLC, a Tennessee limited liability company.
2.4 Facilitator Sale: a sale of Products or Services through the Platform by a Seller, in which the Company provides the marketplace through which the sale is made.
2.5 Order: a Buyer's purchase of Products or Services through the Platform, accepted in accordance with the Order Formation and Acceptance Policy.
2.6 Platform: the websites, applications, and services the Company operates under the name All About Pawz, including aapawz.com.
2.7 Products: goods offered for sale through the Platform.
2.8 Seller: a person or business the Company has accepted to offer Products or Services through the Platform.
2.9 Services: services offered through the Platform, including grooming, veterinary, pharmacy, and fulfillment services, as applicable.
Article 3: The Facilitator Rule
3.1 Where the marketplace facilitator law of the destination state applies to a Facilitator Sale, the Company: and not the Seller: shall collect sales tax from the Buyer on that sale, shall report the tax to that state, and shall remit the tax to that state, in accordance with that state's law. Marketplace facilitator laws treat the marketplace as the retailer for sales made through it and assign the collection duty to the facilitator.
3.2 For a Buyer, the tax line at checkout for a Facilitator Sale is the Company's collection under clause 3.1. The Buyer does not owe the Seller sales tax separately for that sale, the Seller does not set the tax rate or amount, and a Seller shall not request or accept payment of tax from a Buyer outside checkout for a sale made through the Platform.
3.3 For a Seller, the Seller shall not collect, report, or remit sales tax on a Facilitator Sale for which the Company collects under clause 3.1, and shall not add tax to a listing price. The Seller's remaining duties for such a sale are stated in Article 6.
3.4 For a sale identified on the Platform as "Sold by Pawz Shop," the Company is the seller and shall collect, report, and remit sales tax on that sale as the retailer.
3.5 Where no marketplace facilitator law applies to a sale and the Seller has a collection duty under the law of the destination state, that duty remains the Seller's, and the Company shall state that allocation to the Seller for the affected jurisdiction.
Article 4: Nexus, Registration, and Filing, State by State in Substance
4.1 Facilitator obligations attach state by state as the applicable thresholds are met. The pattern applied by most states is one hundred thousand dollars ($100,000) in sales, or two hundred (200) transactions, delivered into the state within the lookback period that state's law prescribes; the exact threshold, the measure of sales, and the lookback period vary by state, and the Company shall track and apply each state's rule as written.
4.2 Tennessee. At one hundred thousand dollars ($100,000) or more in gross sales to Tennessee Buyers over twelve months, the Company shall register for a Sales and Use Tax Account through the Tennessee Department of Revenue and shall collect and remit sales tax on all taxable transactions delivered to Tennessee addresses.
4.3 The Company shall maintain a registration record for each state in which the Company is registered as a facilitator, stating the account, the filing frequency, and the renewal or expiry dates that apply, and shall review that record on a recurring schedule.
4.4 The Company shall file returns on each state's filing cadence and shall remit the tax collected for the period covered by each return. A failure to file or remit on time is a compliance incident; penalty and interest exposure arising from the Company's filing failure on a Facilitator Sale is borne by the Company, except to the extent the failure was caused by inaccurate information the Seller supplied under Article 6, in which case the Seller bears the resulting uncollected tax, penalty, and interest.
4.5 A certificate or notice a state issues to a Seller stating that the Company collects on Facilitator Sales shall be retained by the Seller in the Seller's records, and the Seller shall provide a copy to the Company on request.
Article 5: Computation of Tax at Checkout
5.1 Taxability is determined item by item, by the ship-to jurisdiction, using the product tax codes recorded for the Product. Products of different kinds in the same Order may be taxed differently in the same state.
5.2 The tax shown at checkout is computed on the final item prices after discounts, plus taxable shipping where the ship-to jurisdiction taxes shipping. Tax is stated separately on the Order confirmation and receipt and is never included in the item price without separate statement.
5.3 Tax collected is held in a segregated tax liability account, separate from the Company's operating funds and from funds held for Sellers, and is reconciled to the corresponding filings monthly. Tax collected shall not be used as operating funds.
5.4 If tax is under-collected on an Order because the Company's computation was in error, the Company bears the shortfall. If tax is under-collected because the Seller supplied inaccurate taxability information under Article 6, the Seller bears the shortfall under clause 4.4. If tax is over-collected, the excess shall be refunded to the Buyer.
Article 6: Seller Information Duties
6.1 A Seller shall supply and keep accurate the information the Company's tax computation requires for each listing: product category; food or non-food classification; tangible or digital character; and any jurisdiction-specific attribute the listing process requests.
6.2 A Seller shall not classify a Product into an exempt or reduced-rate category in order to reduce the tax collected. Misclassification of that kind is a listing-accuracy violation, and the Seller is liable for the tax not collected as a result, together with resulting penalty and interest under clause 4.4.
6.3 Where a Product is supplied from the Company's own catalog for a sale identified as "Sold by Pawz Shop," the Company shall set the taxability attributes from the Company's catalog data.
6.4 A Seller shall provide the Seller's tax identity information, including a completed Form W-9 before the first disbursement, as governed by the seller tax reporting documents in the library, and shall update that information when it changes.
6.5 A Seller shall keep the Seller's own books and records for the Seller's sales through the Platform sufficient to support the Seller's own tax filings. The Company's collection for a Facilitator Sale does not relieve the Seller of record-keeping for the Seller's own obligations.
Article 7: Exemptions
7.1 A Buyer claiming an exemption: including resale, nonprofit, and agricultural exemptions recognized by the destination state: shall provide a valid exemption certificate through the Account process before the purchase. The Company shall validate the certificate, including its expiry, and shall reject an invalid or expired certificate.
7.2 Where a certificate is rejected, tax shall be collected on the transaction. A determination on an exemption certificate is a tax determination; Article 11 does not convert that determination into an enforcement appeal, and a Buyer whose certificate is rejected may submit a corrected or renewed certificate for a later purchase.
7.3 An exemption applies at the transaction level: the certificate must cover the jurisdiction of the delivery and the kind of Product purchased. A resale certificate does not exempt a purchase for personal use.
7.4 A Seller shall not grant an exemption at the Seller's discretion and shall not represent to a Buyer that an exemption applies. Exemption for a sale through the Platform is determined by the Company on a filed certificate.
Article 8: Refunds and Tax
8.1 When an Order or an item is refunded, the tax collected on the refunded amount shall be refunded with it, in the same refund transaction. A Buyer need not claim the tax separately.
8.2 A partial refund returns the proportional tax for the refunded portion. The refund receipt shall restate the tax returned.
8.3 Tax treatment on a return is governed by this Article and by the Returns and Refunds Policy, which governs the return itself.
Article 9: Records and Information
9.1 The Company shall retain tax records for each Facilitator Sale: the Order, the tax computed, the tax collected, the return filed, and the remittance made: for seven (7) years.
9.2 A Buyer may request the transaction tax details for the Buyer's own Orders through support@aapawz.com. A Seller may request the tax reporting for the Seller's own sales through support@aapawz.com.
9.3 Information reporting for Sellers, including Form 1099-K reporting of gross settlement amounts, is governed by the seller tax reporting documents in the library. Tax collected is included in gross settlement amounts as those documents and applicable law provide, and the treatment of those amounts in the Seller's own filings is a matter for the Seller's own tax adviser.
9.4 This document states the Company's tax collection position for sales through the Platform. This document is not tax advice to a Buyer or a Seller about that party's own obligations.
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 Buyer paid for the Order 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 owed for Orders, fees, chargebacks, refunds, or taxes 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, listings, or content the Seller submits to the Platform; (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, including tax not collected because of inaccurate taxability information the Seller supplied.
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 Buyer and the Seller shall cooperate with an investigation and shall produce the records this document requires that party to keep.
12.2 Notice. If the Company determines that a party 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 party 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; (d) suspend the Account, 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 Seller 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. A party 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 Buyer places an Order or the Seller is accepted to offer Products through the Platform, 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 a party materially breaches this document, engages in fraud, or becomes ineligible to participate.
13.3 Termination by the Buyer or the Seller. A party may terminate this document on thirty (30) days' written notice to support@aapawz.com, provided the party 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, tax, 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, 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 Buyer and the Seller at the email address in the Account. An amendment that materially increases a party'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 a party does not accept an amendment, that party'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 a party 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. Each party 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 Buyer, and 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. A Buyer or a 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 affected party.
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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