Vendor / Seller Agreement

This Vendor / Seller Agreement governs a Vendor's access to and use of the SparrowHawk CRM Marketplace and supplements the Terms of Service. Vendor is an independent contractor. Nothing in this agreement creates a partnership, joint venture, franchise, agency, or employment relationship with SparrowHawk CRM LLC.

Vendor must be a legal entity or an individual authorized to do business, must provide accurate business, tax, and payout information, and must comply with all licensing, insurance, and regulatory requirements applicable to the products and services listed. SparrowHawk CRM LLC may verify Vendor's identity and business status before approving listings.

Vendor is responsible for the accuracy of every listing, including title, description, specifications, images, compatibility, certifications, safety data sheets, warnings, country of origin, price, quantity available, and shipping terms. Vendor must promptly correct or remove listings that become inaccurate.

Orders are collected through the Marketplace and processed by Stripe. Payouts are made to Vendor's connected payout account on the schedule and terms set by Stripe and by SparrowHawk CRM LLC. SparrowHawk CRM LLC may hold or delay payouts pending fraud review, chargeback resolution, tax verification, or investigation of suspected policy violations.

Vendor is responsible for timely fulfillment, packaging, labeling, and shipping of every order. Vendor must provide accurate tracking information where offered and must reasonably assist buyers with delivery issues. Vendor bears risk of loss until the shipping terms selected transfer risk to the buyer.

Vendor's return, refund, and warranty terms must be clearly disclosed on each listing and must comply with applicable law. Vendor is responsible for honoring those terms and for responding to buyer requests within a reasonable time.

Vendor may not list:

• counterfeit or infringing products
• unapproved aircraft parts represented as approved
• controlled aviation-technical data in violation of export controls
• weapons or ammunition prohibited by law
• hazardous materials without lawful documentation and shipping arrangements
• products subject to recall
• medical or safety devices Vendor is not authorized to sell
• any item that violates the Acceptable Use Policy

Vendor is solely responsible for compliance with all applicable laws and regulations, including consumer protection, product safety, labeling, warranty, tax, export, and sanctions requirements. Vendor represents that it has all necessary licenses, permits, and registrations to sell what it lists.

For items intended for use on aircraft, Vendor must accurately represent airworthiness status, part numbers, traceability, and compatibility, and must comply with any applicable civil aviation authority requirements including part traceability, tag requirements, and prohibitions on suspected unapproved parts (SUP).

Vendor grants SparrowHawk CRM LLC a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, transmit, cache, display, resize, and index Vendor's listings, images, videos, and descriptions solely as necessary to operate the Marketplace and promote the availability of Vendor's listings on and off the platform, during the term of this agreement and for a commercially reasonable period afterward for legal record retention.

Vendor may not:

• manipulate reviews, ratings, or search rankings
• solicit off-platform transactions to circumvent Marketplace fees
• share buyer personal data with third parties except as necessary to fulfill the order or as required by law
• misuse buyer information for unrelated marketing without a lawful basis
• harass or discriminate against buyers or other vendors
• engage in any activity prohibited by the Acceptable Use Policy

SparrowHawk CRM LLC may charge Marketplace fees, listing fees, transaction commissions, and payment-processing pass-throughs, disclosed to Vendor before Vendor accepts a listing. Vendor is responsible for its own income and business taxes and for collecting and remitting the sales, use, VAT, GST, or similar taxes for which Vendor is the merchant of record.

SparrowHawk CRM LLC may suspend, delist, or terminate Vendor access for violations of this agreement, the Terms of Service, the Acceptable Use Policy, repeated verified buyer complaints, elevated chargeback rates, fraud risk, or legal requirement. Termination does not relieve Vendor of obligations to fulfill outstanding orders or to refund buyers where required.

Vendor will defend, indemnify, and hold harmless SparrowHawk CRM LLC and its personnel from any claim, damage, loss, liability, cost, and expense (including reasonable attorneys' fees) arising from Vendor's listings, products, services, personnel, fulfillment, statements, tax obligations, or violation of law.

Vendor onboarding and support questions may be sent to vendors@sparrowhawkcrm.com (or support@sparrowhawkcrm.com if the vendors address is not yet monitored).