Effective Date: October 15, 2026 Version: 1.0 Applies to: All Sellers who are charged fees through the Platform.
Article 1: Introduction and Scope
1.1 This document states when a fee charged to a Seller is reversed, how a reversal is recorded, how billing errors are corrected by adjustment, and the limits on retroactive correction. The fees themselves are stated in the Seller Fee Schedule and governed by the Fee Terms.
1.2 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 Adjustment: a correction entry made under Article 5 to remedy a billing error.
2.3 Reversal: a recorded credit entry that cancels, in whole or in part, a fee previously charged, made under Article 3 and recorded under Article 4.
Article 3: When Fees Are Reversed
3.1 Refunds. Where the Company issues a refund on an Order, the referral fee is credited back on the refunded amount, except where the Referral Fee Schedule states otherwise for the category. The credit is in proportion to the refund: where half of an Order is refunded, half of the referral fee on that Order is credited back.
3.2 Fees charged without authority. A fee charged without a Schedule Entry, or in an amount the entry does not authorize, is reversed in full under the Fee Terms. The reversal is automatic: it is made when the error is identified, whether or not the Seller has disputed the fee. An unauthorized fee is an error of the Company, not a debt of the Seller.
3.3 Dispute decisions. Where a fee dispute is decided in the Seller's favor, the fee is reversed in accordance with Article 7. The decision states the amount, the Orders affected, and the reason, and the reversal is made within the next disbursement cycle.
3.4 Fees that are not reversed. The Closing Fee is not refundable; it is charged for the transaction, which occurred. A chargeback handling fee stands where the chargeback is lost and is reversed where the chargeback is won on representment, in accordance with the Chargeback Policy (Sellers) (Chargeback Policy (Sellers)).
3.5 Program fees. A program fee: including an advertising fee, a premium placement fee, and the Professional plan fee: is reversed only as the terms of that program provide. A period of advertising that was delivered is not refundable because an Order it promoted was later returned; a period billed after cancellation is reversible.
Article 4: How a Reversal Is Recorded
4.1 Every Reversal is recorded as its own line in the Seller's account record. The line states: the name of the reversal, identifying the fee reversed; a credit amount; a reference to the recorded line of the original charge; the balance after the Reversal; and a note stating the reason and, where the Reversal follows a dispute, the dispute reference. There is no separate reversals record; the account record is the record of reversals, and the link from a Reversal to the original charge is what makes the record auditable.
4.2 A Reversal shall not be netted silently against an unrelated charge. A credit on one Order does not disappear into the fees on another Order. Each Reversal appears as its own line in the account record and as its own line on the statement, traceable from statement to account record to original charge.
4.3 Timing. A Reversal arising from a refund is recorded with the settlement of the refund. A Reversal arising from a dispute decision is recorded within the next disbursement cycle after the decision. A Reversal under clause 3.2 is recorded immediately on identification of the error. In every case, the Seller sees the Reversal on the next statement at the latest.
4.4 Partial reversals. Where only part of a fee was wrongly charged: a category rate misapplied to some units of an Order, or a fee calculated on tax that was excluded from the fee base: the Reversal covers exactly the wrongly charged portion, and the note on the Reversal line states the calculation. The correctly charged portion stands.
Article 5: Adjustments
5.1 The Company may make an Adjustment for a billing error, including: a fee charged twice for one Order; a fee charged at the rate for the wrong category; a fee calculated on tax that was excluded from the fee base; and a fee charged under a Schedule Entry that had been superseded. Each Adjustment states a reason and lists the Orders affected. An entry described only as a system error, without a reason and a list of affected Orders, is not an Adjustment under this document, and the Seller may dispute it as an unexplained entry.
5.2 The Seller may request an Adjustment within sixty (60) calendar days of the statement on which the charge appears. The request states the fee, the Order, and the reason the charge is said to be wrong. The Company shall resolve the request within ten (10) business days, stating whether it is granted or denied and the reasons.
5.3 An Adjustment in the Seller's favor that the Company identifies is made without a request or a dispute; the Company corrects its own errors when it finds them.
5.4 Limits on corrections against the Seller. An Adjustment that increases the amount charged to the Seller is permitted only where the fee was authorized by a Schedule Entry in force at Order Placement and was merely miscalculated, and only within the sixty (60) day period in clause 5.2. Where no Schedule Entry authorized the fee, no Adjustment may create the charge; the rule in the Fee Terms bars it entirely. A correction outside those limits is not owed.
Article 6: Worked Examples
6.1 Full refund. An Order of $129.99 is returned and refunded in full. A Reversal line for the referral fee on that Order is recorded, referencing the original referral fee charge. No Reversal is made for the Closing Fee, which is not refundable under clause 3.4. The Company also reverses its Application Fee on the Order so that the Buyer's refund is complete, in accordance with the Selling Terms of Service.
6.2 Duplicate charge. The referral fee for an Order is recorded twice: two lines, the same Order reference, the same amount. The Company records one Reversal for the duplicate amount, stating the reason as a duplicate charge and referencing the second, duplicate line. The first charge stands.
6.3 Wrong category rate. An item priced at $80.00 is charged at the referral rate for a category other than the category of its Browse Node assignment. The Adjustment reverses the fee charged at the wrong rate in full and records the fee at the correct rate: two lines, each traceable, rather than a single net correction line.
6.4 Fee calculated on excluded tax. An Order of $100.00 carries $8.00 of tax in a state where the Company is the marketplace facilitator collector. The referral fee was calculated on $108.00 instead of $100.00. The Reversal covers the fee on the $8.00 of excluded tax, calculated at the rate charged on the Order, and states that calculation in its note.
Article 7: Fee Disputes
7.1 A fee dispute is made in accordance with the Dispute Standards within sixty (60) calendar days of the charge and is recorded against the Seller's Account.
7.2 In a fee dispute, the Company bears the burden of establishing that the fee was authorized. The Company shall produce the Schedule Entry in force at Order Placement and the recorded line that posted the charge. If the Company cannot produce both, the fee is reversed; an unproven fee is treated as an unauthorized fee under clause 3.2.
7.3 A decision in the Seller's favor states the Reversal amount and the Orders affected, and the Reversal is made under clause 4.3. A decision in the Company's favor states the Schedule Entry that authorized the fee, so that the Seller can see the basis and decide whether to appeal under the Appeals Policy.
Article 8: Disputing a Reversal; Correction of a Reversal
8.1 A Seller that believes a Reversal was itself wrong: the refund it credited did not occur, the charge treated as a duplicate was a charge on a distinct Order, or the rate treated as incorrect was correct: may dispute the Reversal in accordance with the Dispute Standards within sixty (60) calendar days of the statement carrying the Reversal. The Company's burden is the same: to produce the basis for the Reversal, being the refund record, the evidence of duplication, or the correct Schedule Entry.
8.2 A Reversal made in error is itself reversed by a new recorded line of the opposite sign, referencing the erroneous Reversal and stating the correction in its note. Corrections chain visibly: original charge, Reversal, correction of the Reversal, each line referencing its predecessor. The account record is never rewritten; corrections are appended to it.
Article 9: Liability
9.1 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.
9.2 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).
9.3 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.
9.4 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 10: Indemnification
10.1 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.
10.2 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.
10.3 Survival. This Article survives the termination of this document.
Article 11: Enforcement and Appeals
11.1 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.
11.2 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.
11.3 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.
11.4 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.
11.5 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.
11.6 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.
11.7 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 12: Term and Termination
12.1 Term. This document takes effect when the Seller is accepted to offer Products through the Platform and continues until terminated under this Article.
12.2 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.
12.3 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.
12.4 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.
12.5 Survival. The Definitions, Liability, Indemnification, Enforcement and Appeals (for measures taken before termination), Dispute Resolution, and General Provisions Articles survive termination.
Article 13: Dispute Resolution
13.1 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 14: General Provisions
14.1 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 12 before the amendment takes effect.
14.2 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.
14.3 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.
14.4 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.
14.5 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.
14.6 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.
14.7 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.
14.8 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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