Vendor Agreement

This Vendor Agreement ("Agreement") is entered into by and between:

Buy BLK, LLC, a limited liability company organized under the laws of Louisiana, ("Buy BLK," "Platform," "Company"),

and

Vendor, the business entity or individual completing the vendor registration process ("Vendor").

By submitting an application or listing products on Buy BLK, Vendor agrees to the terms below.

1. PURPOSE

Buy BLK operates an online marketplace that connects consumers with verified Black-owned businesses. This Agreement governs Vendor's access to and use of the Buy BLK platform to sell products or services.

2. ELIGIBILITY & VERIFICATION

Vendor represents and warrants that:

• Vendor is a legally operating business.
• Vendor owns or has rights to sell all listed products.
• Vendor information submitted is accurate and truthful.
• Vendor will comply with all federal, state, and local laws.
• Vendor is at least 18 years old.
• Vendor agrees to identity verification through Stripe or other payment processors.

Buy BLK reserves the right to approve, deny, suspend, or remove any Vendor at its sole discretion.

3. PLATFORM SERVICES

Buy BLK provides:

• Online storefront hosting
• Payment processing integration (via Stripe and approved processors)
• Vendor dashboard access
• Order management tools
• Marketing placement opportunities (at Buy BLK's discretion)

Buy BLK does not:

• Take possession of products
• Guarantee sales
• Act as employer or partner of Vendor

Vendor operates as an independent business.

4. FEES & PAYMENTS

4.1 Onboarding Fee (If Applicable)

Vendor may be required to pay a non-refundable onboarding fee prior to activation.

4.2 Subscription Fee (If Applicable)

Vendor may be subject to a monthly or annual subscription plan.

4.3 Transaction Fees

Buy BLK may deduct:

• Platform commission (percentage varies by plan)
• Stripe processing fees
• Applicable taxes or dispute fees

Fees are subject to change with written notice.

4.4 Payouts

Payouts are processed via Stripe Connect or approved processors. Vendor is responsible for maintaining accurate payout information. Buy BLK is not responsible for delays caused by payment processors.

5. TAXES

Vendor is solely responsible for:

• Sales tax collection (if applicable)
• Income taxes
• Federal, state, and local tax compliance
• 1099 reporting obligations

Buy BLK may issue 1099 forms as required by law.

6. PRODUCTS & CONTENT

Vendor agrees:

• All product descriptions must be accurate.
• Images must not infringe copyrights.
• No illegal, counterfeit, hazardous, or prohibited goods.
• No hate speech, violence, or discriminatory content.

Buy BLK reserves the right to remove listings at any time.

7. SHIPPING & DELIVERY

Vendor is responsible for:

• Order fulfillment
• Accurate shipping times
• Packaging standards
• Tracking numbers (if shipping)

For customer pickup: Vendor must coordinate directly with customer.

Lost or damaged items: Vendor bears responsibility unless otherwise covered by shipping insurance.

8. REFUNDS & DISPUTES

Vendor agrees to comply with Buy BLK's Refund Policy. If a dispute or chargeback occurs:

• Vendor must respond within 48 hours.
• Vendor may be debited for dispute amounts and related fees.
• Excessive disputes may result in suspension.

Buy BLK reserves final authority on dispute resolution within the platform.

9. PROHIBITED CONDUCT

Vendor may not:

• Circumvent the platform to avoid fees
• Solicit customers outside Buy BLK for off-platform payments
• Engage in fraudulent activity
• Manipulate reviews
• Harass customers

Violation may result in immediate termination.

10. INDEPENDENT CONTRACTOR STATUS

Vendor is an independent contractor. Nothing in this Agreement creates partnership, joint venture, employment, or agency relationship. Vendor is not authorized to bind Buy BLK.

11. INTELLECTUAL PROPERTY

Vendor grants Buy BLK a non-exclusive, royalty-free license to display business name, use logo and product images, and promote listings for marketing purposes. Vendor retains ownership of its intellectual property.

12. INSURANCE

Vendor is responsible for maintaining appropriate business insurance, including general liability and product liability (if applicable). Buy BLK may request proof of insurance at any time.

13. LIMITATION OF LIABILITY

To the fullest extent permitted by law, Buy BLK is not liable for:

• Vendor product defects
• Lost profits
• Indirect damages
• Customer misuse of products

Buy BLK's total liability shall not exceed fees collected from Vendor in the prior 3 months.

14. INDEMNIFICATION

Vendor agrees to indemnify and hold harmless Buy BLK from claims related to vendor products, intellectual property infringement, customer injuries, and regulatory violations.

15. TERMINATION

Buy BLK may suspend or terminate Vendor for policy violations, fraud, excessive disputes, or legal risk. Vendor may terminate by written notice. Outstanding obligations survive termination.

16. MODIFICATIONS

Buy BLK may update this Agreement at any time. Continued use of the platform constitutes acceptance of updated terms.

17. GOVERNING LAW

This Agreement shall be governed by the laws of the State of Louisiana, without regard to conflict of law principles.

18. DISPUTE RESOLUTION

Disputes shall be resolved by binding arbitration or state courts located in Louisiana.

19. ENTIRE AGREEMENT

This Agreement constitutes the entire agreement between the parties and supersedes prior discussions.