ThirdPartyVerified Supplier Agreement

This Supplier Agreement ("Agreement") is entered into between ThirdPartyVerified ("TPV," "we," "us," or "our") and the supplier identified in the TPV Verified Supplier application ("Supplier," "you," or "your").

By completing payment for a TPV Verified Supplier listing, you acknowledge that you have read, understood, and agree to be bound by the terms of this Agreement.

1. Verified Supplier Listing

1.1 Upon approval of your application and payment of the applicable listing fee, TPV will publish your business on the TPV Verified Supplier directory at thirdpartyverified.com/suppliers ("Listing").

1.2 Your Listing will include your business name, description, laboratory affiliation, and a TPV verification badge indicating your current verification status.

1.3 Inclusion in the TPV directory signifies that your application materials have been reviewed by TPV and that you have met the listing criteria at the time of approval. It does not constitute an endorsement, guarantee, or warranty of your products, services, or business practices.

2. Listing Fee and Billing

2.1 The Listing fee is billed monthly at the rate communicated to you at the time of approval ("Listing Fee"). The current Listing Fee is USD $99 per month.

2.2 Payment is processed through Stripe. You authorize recurring monthly charges to the payment method provided at checkout.

2.3 TPV reserves the right to adjust the Listing Fee with 30 days' written notice. If you do not agree to a fee change, you may cancel your listing before the new fee takes effect.

2.4 Refunds are not provided for partial billing periods.

3. Supplier Obligations

3.1 Accurate Information. You represent that all information provided in your application and Listing is accurate, complete, and not misleading. You must promptly notify TPV of any material changes to your business name, contact information, laboratory affiliations, or product offerings.

3.2 Documentation. You must maintain current documentation on file with TPV, including but not limited to: business registration or incorporation documents, and Certificates of Analysis (COAs) from a named, independent third-party laboratory with batch identification, test date, and purity results verifiable through the laboratory's own system.

3.3 Periodic Review. Every six (6) months from the date of listing activation, TPV will request confirmation that your Listing information and documentation remain current. You must respond within thirty (30) days by confirming your information is current or uploading updated documentation. Failure to respond within this period will result in suspension of your Listing as described in Section 5.

3.4 Compliance. You are solely responsible for compliance with all applicable laws, regulations, and industry standards in the jurisdictions in which you operate and sell. TPV does not provide legal, regulatory, or compliance advice.

3.5 Product Quality. You are solely responsible for the quality, safety, purity, and labeling of your products. TPV's review of your COAs and documentation does not transfer any responsibility for product quality to TPV.

4. TPV Verification Badge

4.1 Upon listing activation, you will receive a TPV verification badge ("Badge") for use on your own website and marketing materials.

4.2 The Badge may only be used while your Listing is active and your subscription is current. You must remove all instances of the Badge within seven (7) days of listing suspension, cancellation, or termination.

4.3 You may not alter, modify, or obscure the Badge in any way. You may not use the Badge in a manner that implies TPV endorsement of specific product claims, health outcomes, or regulatory compliance.

4.4 The Badge and all TPV trademarks remain the property of TPV. This Agreement grants you a limited, non-exclusive, revocable license to display the Badge solely in connection with your TPV Listing.

5. Suspension

5.1 TPV may suspend your Listing under any of the following circumstances:

(a) Non-payment or failed payment of the Listing Fee, after a reasonable opportunity to update payment information;

(b) Failure to respond to a periodic review request within thirty (30) days;

(c) Receipt of credible information that your documentation is materially inaccurate, expired, or fraudulent;

(d) Receipt of credible information regarding product quality or safety concerns;

(e) Violation of any term of this Agreement.

5.2 Upon suspension, your Listing will be removed from the public directory and the Badge license will be revoked. You will be notified by email of the suspension and the reason for it.

5.3 Suspension for non-payment: Your Listing may be reinstated upon payment of any outstanding fees. Suspension for periodic review non-response: Your Listing may be reinstated upon submission of current documentation. Suspension for cause under 5.1(c), (d), or (e): Reinstatement is at TPV's sole discretion.

6. Cancellation and Termination

6.1 By Supplier. You may cancel your Listing at any time by managing your subscription through the billing portal or by contacting TPV at verify@thirdpartyverified.com. Cancellation takes effect at the end of the current billing period.

6.2 By TPV. TPV may terminate this Agreement and your Listing at any time for cause, including repeated or serious violations of this Agreement, with written notice. TPV may also terminate without cause with thirty (30) days' written notice.

6.3 Upon termination, you must remove all TPV Badges from your materials within seven (7) days and cease any representation that you are a TPV Verified Supplier.

7. Limitation of Liability

7.1 TPV provides the Verified Supplier directory as a resource for consumers seeking suppliers who have submitted documentation for review. TPV is not a regulatory body, testing laboratory, or standards organization.

7.2 TPV makes no representations or warranties regarding the quality, safety, efficacy, purity, or legality of any Supplier's products.

7.3 To the maximum extent permitted by law, TPV's total liability to Supplier under this Agreement shall not exceed the total Listing Fees paid by Supplier in the twelve (12) months preceding the claim.

7.4 In no event shall TPV be liable for indirect, incidental, consequential, special, or punitive damages, including but not limited to lost profits, lost revenue, or loss of business, arising out of or related to this Agreement.

8. Indemnification

8.1 You agree to indemnify, defend, and hold harmless TPV, its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to: your products or services; your breach of this Agreement; your violation of any applicable law or regulation; or your use of the TPV Badge.

9. Intellectual Property

9.1 All TPV content, trademarks, logos, and the Badge are and remain the exclusive property of TPV. Nothing in this Agreement transfers ownership of any TPV intellectual property to you.

9.2 You grant TPV a non-exclusive, royalty-free license to use your business name, logo, and description solely for the purpose of displaying your Listing on the TPV directory and related marketing materials.

10. Privacy

10.1 TPV will handle your information in accordance with our Privacy Policy available at thirdpartyverified.com/privacy.

10.2 Your business name, description, and laboratory affiliations will be publicly displayed on the TPV directory. Contact information provided during the application process will not be publicly displayed unless you request otherwise.

11. General

11.1 Entire Agreement. This Agreement constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior communications and proposals.

11.2 Amendments. TPV may update this Agreement with thirty (30) days' notice. Continued use of the Listing after the notice period constitutes acceptance of the updated terms.

11.3 Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the Province of British Columbia, Canada, without regard to conflict of law principles.

11.4 Severability. If any provision of this Agreement is found to be unenforceable, the remaining provisions shall remain in full force and effect.

11.5 Assignment. You may not assign this Agreement without TPV's prior written consent. TPV may assign this Agreement in connection with a merger, acquisition, or sale of assets.

11.6 Notices. Notices under this Agreement will be sent to the email address associated with your TPV account. You are responsible for keeping your contact information current.

By completing payment for your TPV Verified Supplier Listing, you confirm that you have read, understood, and agree to be bound by this Agreement.