Vendor Agreement

Last Updated: October 28, 2025

1. Introduction

This Vendor Agreement ("Agreement") establishes the terms and conditions under which you ("Vendor") may sell products or services on our marketplace platform ("Platform"). By registering as a Vendor and using the Platform, you agree to be legally bound by this Agreement and all applicable policies. This Agreement ensures compliance with Bangladesh laws and regulations while protecting both vendors and customers.

2. Legal & Licensing Requirements

Business Registration:

Valid Trade License from City Corporation/Municipality/Union Parishad, Business Identification Number (BIN) from NBR, VAT registration where applicable.

Tax Compliance:

Timely VAT/tax return filing, maintaining proper records, compliance with National Board of Revenue (NBR) regulations, obtaining necessary permits for specific product categories.

Legal Authorization:

Confirmation of legal authority to operate business, compliance with sector-specific regulations, maintenance of all required licenses and permits.

3. Product Standards and Prohibited Items

All products and services must comply with Bangladesh laws and platform policies. Prohibited items include illegal goods, counterfeit products, adulterated food/drugs, hazardous materials, and restricted items. Products must meet safety standards, accurate descriptions, proper labeling, and comply with Consumer Rights Protection Act requirements. Quality control measures and regular compliance audits may be conducted.

4. Pricing, Commissions & Financial Terms

Platform charges fees and commissions as detailed in your vendor dashboard. Vendors are responsible for local taxes, VAT, and statutory charges. Pricing must be accurate, include mandatory taxes where required, and comply with pricing regulations. Payment processing, settlement terms, and dispute resolution procedures are outlined in our financial policies.

5. Order Management & Customer Service

Vendors must process orders promptly, fulfill deliveries on time, and provide excellent customer service. Return, refund, and warranty policies must comply with platform standards and Bangladesh consumer protection laws. Timely response to customer inquiries, dispute resolution cooperation, and maintaining service quality standards are mandatory.

6. Data Protection & Privacy Compliance

Handle customer data only as permitted by our Privacy Policy and Bangladesh data protection laws. Implement appropriate security measures, report data breaches promptly, and ensure lawful data processing with proper consent. Compliance with Digital Security Act 2018 and emerging data protection regulations is required.

7. Intellectual Property Rights

Vendors warrant ownership or authorization for all uploaded content including trademarks, images, and descriptions. Respect third-party intellectual property rights, respond to infringement notices promptly, and maintain proper documentation of intellectual property permissions and licenses.

8. Platform Usage & Conduct

Maintain professional conduct, provide accurate information, follow platform guidelines, and respect other users. Prohibited activities include fraud, manipulation of reviews, unfair competition practices, and violation of platform integrity. Regular compliance monitoring and performance evaluation may be conducted.

9. Liability & Risk Management

Platform is not liable for vendor product defects, delivery failures, tax liabilities, or regulatory non-compliance. Vendors assume responsibility for product quality, customer satisfaction, legal compliance, and must maintain appropriate insurance coverage where required by law.

10. Indemnification & Legal Protection

Vendors agree to indemnify and hold harmless the Platform from claims arising from vendor's breach of Agreement, negligence, or law violations. This includes legal costs, damages, and regulatory penalties resulting from vendor actions or omissions.

11. Account Management & Performance

Maintain account security, update information promptly, meet performance standards, and comply with quality metrics. Regular performance reviews, feedback incorporation, and continuous improvement are expected for successful platform participation.

12. Suspension & Termination

Platform may suspend or terminate accounts for law violations, consumer harm, tax non-compliance, fraud, or repeated policy breaches. Termination procedures, appeal processes, and data handling post-termination are outlined in our platform policies.

13. Dispute Resolution & Governing Law

This Agreement is governed by Bangladesh laws. Disputes will be resolved through good faith negotiations, mediation if necessary, and ultimately through competent Bangladesh courts. Alternative dispute resolution mechanisms may be available for specific types of conflicts.

14. Agreement Modifications & Updates

Platform may update this Agreement to reflect legal changes or policy improvements. Material changes will be communicated with advance notice, and continued platform use constitutes acceptance. Vendors will be notified of significant changes affecting their operations.

15. Support & Communication

For legal, tax, compliance questions, or agreement clarifications, contact our vendor support team through designated channels. Regular updates, training materials, and compliance guidance are provided to ensure successful platform participation.

This agreement complies with Bangladesh Commercial Law, Consumer Rights Protection Act 2009, Digital Security Act 2018, and NBR regulations.