Vendor Terms & Conditions

Welcome to Naypex! By registering as a vendor on our marketplace, you agree to these Vendor Terms and Conditions ("Terms"), which form part of our overall Terms of Use. Please read them carefully before opening your store.

1. About Naypex

Naypex is an online marketplace for desi products, connecting vendors who sell physical goods with buyers around the world. Naypex provides the platform and technology; vendors are independent sellers responsible for their own products, stores, and customer service. Naypex is not a party to the transaction between vendors and buyers.

2. Eligibility

To sell on Naypex, you must:

• (a) Be at least 18 years of age or the age of legal majority in your jurisdiction.
• (b) Provide accurate and complete registration information, including your legal name, valid email address, physical address, and payment details.
• (c) Comply with all applicable federal, state, and local laws, including tax obligations, consumer protection regulations, and product safety standards.
• (d) Maintain your account information in an accurate and up-to-date manner at all times.
• (e) Not operate more than one vendor account without prior written approval from Naypex.

3. Vendor Approval

All new vendor registrations are subject to review and approval by Naypex. Registering does not guarantee approval. Naypex reserves the right to accept or reject any vendor application at its sole discretion. Approved vendors may be required to complete identity verification before their store becomes active.

4. What You Can Sell

Naypex is a marketplace for physical products. Vendors may list items including, but not limited to:

All products must comply with applicable laws and regulations, including labeling, safety, and import/export requirements.

5. What You Cannot Sell

Naypex reserves the right to remove any listing and suspend or terminate any vendor account that violates these prohibitions.

6. Product Listings

(a) Accuracy. All product listings must accurately describe the item being sold, including materials, dimensions, weight, country of origin, and any relevant certifications. Product photographs must depict the actual item offered for sale.

(b) Review and Approval. All new product listings and significant edits are subject to review by Naypex before being published. Naypex may reject any listing that does not comply with these Terms.

(c) Categories and Tags. Vendors must assign appropriate categories and tags. Miscategorization or keyword manipulation to artificially increase visibility is prohibited.

(d) Pricing. Vendors are solely responsible for setting prices. Prices must be in USD and include all costs except shipping and taxes. Deceptive pricing practices are prohibited.

(e) Inventory. Vendors must maintain accurate inventory levels. Listing out-of-stock items is prohibited.

7. Fees and Commission

(a) Commission Structure. Naypex operates on a category-based commission model. The current default commission rate is 6% of the product sale price (excluding shipping and taxes). Commission rates may vary by product category and are displayed in your vendor dashboard.

(b) Commission Calculation. Commission is calculated on the product sale price before shipping fees and taxes. Shipping fees are paid directly to the vendor. Product tax and shipping tax are collected and managed by Naypex.

(c) Changes to Fees. Naypex reserves the right to modify commission rates with 30 days' advance written notice to vendors. Continued use of the platform after such notice constitutes acceptance.

8. Payments and Withdrawals

(a) Payment Processing. All transactions are processed through Naypex's approved payment gateways. Naypex utilizes Stripe Connect for automated payment routing. Commission is automatically deducted at point of sale, and remaining funds are routed to the vendor's connected account according to standard banking clearing times. Vendors must not solicit or accept payments outside of the Naypex platform.

(b) Withdrawal Methods. Vendors may withdraw earnings via PayPal or Bank Transfer, as configured in the vendor dashboard.

(c) Minimum Withdrawal. The minimum withdrawal amount is $50.00.

(d) Withdrawal Eligibility. Funds become eligible for withdrawal only after the order is marked "Completed." Funds are subject to a 7-day holding period after order completion.

(e) Disbursement Schedule. Automated disbursements are processed biweekly (twice per month), on the first and third Mondays of each month.

(f) Taxes. Vendors are solely responsible for reporting and paying all applicable income taxes. Naypex will issue IRS Form 1099-K to vendors meeting applicable federal reporting thresholds.

9. Shipping and Fulfillment

(a) Shipping Responsibility. Vendors are solely responsible for packaging, shipping, and delivering products. Vendors receive shipping fees collected at checkout.

(b) Shipping Timeline. Ship within your stated processing time. Default: 3 business days of payment confirmation.

(c) Tracking. Provide valid tracking information for all shipped orders and update order status promptly.

(d) Shipping Rates. Set accurate rates reflecting actual shipping costs. Reasonable handling fees permitted.

(e) Packaging. Products must be packaged securely. Vendors are responsible for transit damage from inadequate packaging.

(f) International Shipping. Vendors offering international shipping are responsible for export regulations, customs, duties, and tariffs.

10. Returns, Refunds, and Disputes

(a) Return Policy. Vendors must establish and clearly communicate a return policy. At minimum, accept returns for items significantly not as described, damaged in transit, or defective. If a return is approved, vendors are responsible for generating and providing a return shipping label through the Naypex platform (prepaid for defective items; buyer-paid for preference returns).

(b) Refund Processing. Refunds must be processed within 5 business days of receiving the returned item.

(c) Dispute Resolution. Naypex may intervene to mediate disputes. Naypex's decision is final and binding. Naypex reserves the right to issue refunds from vendor earnings when warranted.

(d) Chargebacks. Vendors are responsible for chargeback financial impact, including associated fees.

11. Customer Service Standards

Naypex monitors performance metrics including response time, order completion rate, cancellation rate, and customer feedback. Vendors who consistently fail may have selling privileges restricted or revoked.

12. Intellectual Property

(a) Your Content. By listing products, you grant Naypex a non-exclusive, worldwide, royalty-free license to use, reproduce, display, and distribute your content for operating and promoting the marketplace.

(b) Respecting Others' Rights. Do not list products that infringe any third-party IP rights. You are solely responsible for ensuring compliance.

(c) Infringement Claims. Naypex responds to valid IP infringement notices per applicable law. Repeat offenders will be terminated.

(d) Brand Names. Do not use another party's brand name, logo, or trademark unless authorized. "Inspired by" or "similar to" does not exempt a listing from enforcement.

13. Privacy and Data Protection

(a) Buyer Information. Use buyer information solely for order fulfillment. No marketing without explicit consent.

(b) Data Security. Take reasonable measures to protect buyer information from unauthorized access.

(c) Compliance. Comply with all applicable privacy laws, including the CCPA and any other state or federal regulations.

14. Vendor Conduct

Vendors must not:

• (a) Engage in fraudulent, deceptive, or misleading activity
• (b) Manipulate search results, reviews, ratings, or marketplace features
• (c) Create fake accounts, orders, or reviews
• (d) Harass, threaten, or abuse other community members
• (e) Distribute spam, malware, or phishing content
• (f) Circumvent security measures, commission structures, or platform features

15. Reviews and Ratings

(a) Buyers may leave reviews reflecting genuine experience. (b) Vendors may respond professionally but must not intimidate, coerce, or incentivize buyers regarding reviews. (c) Naypex may remove reviews violating community standards or determined to be fraudulent.

16. Account Suspension and Termination

Upon termination, outstanding earnings (less fees, refunds, and chargebacks) will be disbursed per Section 8. Naypex may withhold funds pending resolution of open disputes.

17. Limitation of Liability

Naypex provides the platform "as is" and "as available." To the maximum extent permitted by law: (a) No warranties regarding availability, reliability, or performance. (b) Not liable for lost profits, lost sales, or indirect/consequential damages. (c) Total liability shall not exceed commission fees paid in the 12 months preceding the claim.

18. Indemnification

Vendors agree to indemnify, defend, and hold harmless Naypex LLC, its officers, directors, employees, and agents from claims arising from: (a) vendor's products, listings, or operations; (b) violation of these Terms; (c) violation of applicable law; (d) infringement of third-party rights.

19. Modifications

Naypex may update these Terms at any time. Material changes will be notified via email or vendor dashboard at least 30 days before taking effect. Continued use constitutes acceptance.

20. Governing Law and Dispute Resolution

These Terms are governed by the laws of the State of New Jersey, United States, without regard to conflict of law principles. Disputes shall be resolved through binding arbitration administered under the rules of the American Arbitration Association, conducted in New Jersey. Each party bears its own costs.

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