SINBADEXPRESS SELLER MEMBERSHIP AND MARKETPLACE SERVICES AGREEMENT
Effective Date: 07/05/2026
Last Updated: 07/05/2026
SECTION 1
GENERAL PROVISIONS
ARTICLE 1 – PARTIES
This Seller Membership and Marketplace Services Agreement (the "Agreement") is entered into by and between:
Sinbadexpress Inc., a corporation organized under the laws of the State of Texas, with its principal place of business at 2100 Lakeside Blvd Ste 160, Richardson, TX 75082-4367, United States of America, which operates the website https://sinbadexpress.us/ together with its associated mobile applications, software, API services, and other digital platforms (hereinafter referred to as "Sinbadexpress," the "Company," or the "Platform");
and
the natural person or legal entity whose application for membership for the purpose of selling products or services through the Platform has been accepted by Sinbadexpress (hereinafter referred to as the "Seller").
ARTICLE 2 – PURPOSE OF THE AGREEMENT
The purpose of this Agreement is to establish the respective rights and obligations of the Parties concerning the Seller's listing and sale of products or services through the Sinbadexpress Platform, the management of orders, and the Seller's use of the marketplace services provided by the Platform.
ARTICLE 3 – SCOPE OF THE AGREEMENT
This Agreement applies to the following services and platforms:
- The Platform website;
- Mobile applications;
- API services;
- Seller Panel;
- Advertising services;
- Payment processes;
- Fulfillment services (where provided);
- International sales services; and
- Other digital services.
ARTICLE 4 – DEFINITIONS
For the purposes of this Agreement, the following terms shall have the meanings set forth below:
Buyer means a user who purchases products or services through the Platform.
API means the application programming interfaces provided by Sinbadexpress.
Chargeback means a payment dispute or charge reversal initiated by a cardholder.
Intellectual Property Rights means trademarks, copyrights, patents, industrial designs, trade dress, trade secrets, and all other intellectual property rights.
Confidential Information means any non-public commercial, technical, financial, legal, or operational information.
Account means the Platform account created on behalf of the Seller.
Content means product descriptions, images, videos, logos, documents, reviews, and all other materials uploaded to the Platform.
Commission Schedule means the current commission rates and other commercial fees applied by the Platform, as set forth in Annex-1 (Commission and Service Fee Schedule), which forms an integral part of this Agreement.
Customer means any natural person or legal entity purchasing products or services through the Platform.
Payment Service Provider means any bank, payment institution, or other payment infrastructure provider used by the Platform to process payments.
Platform means all websites operated by Sinbadexpress, including but not limited to https://sinbadexpress.us/, together with its mobile applications, API services, Seller Panel, and all related digital services.
Seller means the natural person or legal entity whose application to sell products or services through the Platform has been accepted.
Seller Panel means the administrative dashboard through which Sellers manage their products, orders, payments, and other account activities.
Order means a purchase transaction completed through the Platform.
Product means any physical product or permitted digital product offered for sale through the Platform.
Membership means the commercial account created by the Seller on the Platform.
Unless the context otherwise requires, words expressed in the singular shall include the plural, and words expressed in the plural shall include the singular.
ARTICLE 5 – INTEGRAL PARTS OF THE AGREEMENT
The following documents and policies, as amended from time to time, constitute integral parts of this Agreement:
Annex-1: Commission and Service Fee Schedule
Annex-2: Payment Schedule and Settlement Principles
Annex-3: Prohibited and Restricted Products List
Annex-4: Seller Performance Standards
Annex-5: Return, Refund, and Chargeback Rules
Annex-6: Advertising Services Terms
Annex-7: Fulfillment (Warehousing and Logistics) Service Terms
Annex-8: Shipping and Delivery Rules
Annex-9: Product Safety and Compliance Requirements
Annex-10: API and Integration Terms of Use
Annex-11: Prohibited Countries and Sanctions Compliance Rules
Annex-12: Data Processing Addendum (DPA)
- Privacy Policy;
- Cookie Policy;
- Cookie Preference Center;
- U.S. State Privacy Notice;
- Do Not Sell or Share My Personal Information Notice;
- Product Safety and Recall Policy;
- Counterfeit Products and Intellectual Property Infringement Policy;
- DMCA Copyright Policy;
- Brand Owner Protection Program; and
- Other Platform policies and procedures.
These documents and policies may be updated from time to time. The current versions shall be published on the Platform and shall become effective as of their respective effective dates.
ARTICLE 6 – NATURE OF THE AGREEMENT
Nothing contained in this Agreement shall be construed as creating any:
- agency;
- distributorship;
- franchise;
- partnership;
- attorney-client or representative relationship;
- joint venture; or
- employment relationship
between the Parties.
The Seller shall operate independently on its own behalf and for its own account as an independent merchant or independent service provider.
ARTICLE 7 – GOOD FAITH AND FAIR DEALING
The Parties agree to perform and interpret this Agreement in accordance with the principles of good faith, fair dealing, accepted commercial ethics, and all applicable laws.
Neither Party shall exercise its rights under this Agreement in a manner that constitutes an abuse of rights or unfairly prejudices the rights of the other Party.
ARTICLE 8 – GOVERNING LANGUAGE
The official language of this Agreement is English.
Translations of this Agreement may be published in other languages for informational purposes only. In the event of any inconsistency or conflict between a translated version and the English version, the English version shall prevail to the fullest extent permitted by applicable law.
ARTICLE 9 – GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the applicable laws of the United States of America and the State of Texas, without regard to its conflict of laws principles.
To the fullest extent permitted by applicable law, the Parties expressly agree to this choice of governing law.
ARTICLE 10 – HEADINGS
The titles and headings of the Articles and Sections are provided solely for convenience of reference.
Such headings shall not affect or control the interpretation of this Agreement.
ADDITIONAL MARKETPLACE AND SELLER COMPLIANCE PROVISIONS
1. MARKETPLACE PROVIDER AND THIRD-PARTY SELLER RELATIONSHIP
1.1 Marketplace Provider Status.
Sinbadexpress Inc. (“Sinbadexpress”) is the owner and operator of the Sinbadexpress online marketplace platform (the “Platform”) and acts as a marketplace provider and platform operator. Sinbadexpress is not the seller, manufacturer, importer, distributor, wholesaler, retailer, or owner of products or services offered by third-party Sellers through the Platform, except where expressly stated otherwise in a separate written agreement.
1.2 Independent Sellers.
Each Seller operates as an independent third-party merchant and is solely responsible for the products and services it offers through the Platform. Nothing in this Agreement creates a partnership, joint venture, agency, franchise, employment, fiduciary, or other representative relationship between Sinbadexpress and the Seller.
1.3 Contract of Sale.
Unless expressly stated otherwise, any contract for the sale of a product or service offered by a Seller through the Platform is entered into between the Seller and the Buyer. Sinbadexpress facilitates the transaction through the Platform but does not become the owner or seller of the relevant product or service.
1.4 Seller Responsibility.
The Seller is solely responsible for the accuracy and completeness of product descriptions, pricing, inventory, availability, labeling, packaging, shipping, delivery, warranties, returns, refunds, product safety, regulatory compliance, and fulfillment obligations relating to products or services offered by the Seller.
1.5 Platform Role.
Sinbadexpress may provide payment processing, order management, customer communication, logistics coordination, fraud prevention, dispute management, advertising, analytics, technology, and other marketplace services. The provision of such services does not make Sinbadexpress the seller or manufacturer of the relevant products or services.
1.6 No Circumvention of Applicable Law.
Nothing in this Section limits or excludes any obligation imposed upon Sinbadexpress by applicable federal, state, or local law, including obligations applicable to marketplace providers, payment facilitators, tax collection, consumer protection, product safety, privacy, or other regulated activities.
2. INFORM CONSUMERS ACT COMPLIANCE
2.1 Seller Verification.
To the extent required by applicable law, including the INFORM Consumers Act, the Seller shall provide Sinbadexpress with accurate, complete, and current identification and business information necessary for Seller verification and marketplace compliance.
2.2 Required Seller Information.
Depending on the Seller's status and applicable legal requirements, Sinbadexpress may collect and verify information including the Seller's legal name, business name, physical address, telephone number, email address, government-issued identification, tax identification information, bank or payment account information, and other information reasonably necessary to verify the Seller's identity and eligibility to use the Platform.
2.3 High-Volume Third-Party Sellers.
Where a Seller qualifies as a “high-volume third-party seller” or otherwise becomes subject to enhanced disclosure or verification requirements under applicable law, the Seller shall promptly provide all additional information and certifications reasonably requested by Sinbadexpress.
2.4 Seller Certification and Updates.
The Seller shall maintain accurate and current information on the Platform and shall promptly notify Sinbadexpress of any material change to its legal name, business address, contact information, ownership, payment information, tax information, or other information required for legal or regulatory compliance.
2.5 Consumer Disclosure.
Where required by applicable law, Sinbadexpress may display or disclose certain Seller information to consumers, including information concerning the Seller's identity, business address, contact information, and other information required by law.
2.6 Suspension for Non-Compliance.
Sinbadexpress may restrict, suspend, or terminate a Seller's access to the Platform if the Seller fails to provide required information, fails to maintain accurate information, refuses a legally required certification, or otherwise fails to comply with applicable marketplace verification requirements.
2.7 Fraud and Suspicious Activity.
Sinbadexpress may investigate, restrict, suspend, remove listings, hold funds, or take other appropriate measures where it reasonably suspects fraud, deceptive conduct, counterfeit goods, unlawful activity, identity misrepresentation, or other conduct that may violate applicable law or materially harm Buyers, Sellers, payment providers, or the Platform.
3. TEXAS MARKETPLACE SALES TAX AND TAX COMPLIANCE
3.1 Marketplace Tax Obligations.
The Parties acknowledge that Sinbadexpress may be subject to marketplace provider sales and use tax collection, reporting, and remittance obligations under applicable Texas law and the laws of other jurisdictions in which the Platform operates.
3.2 Collection and Remittance.
Where Sinbadexpress is legally required to collect and remit sales or use taxes on transactions conducted through the Platform, Sinbadexpress may calculate, collect, report, and remit such taxes to the applicable taxing authority.
3.3 Seller Cooperation.
The Seller shall provide all information reasonably necessary for Sinbadexpress to determine the appropriate tax treatment of transactions, including the Seller's tax identification information, product taxability information, exemption documentation, business location information, and other information required by applicable law.
3.4 Seller Tax Responsibility.
Except to the extent that applicable law expressly places an obligation on Sinbadexpress, the Seller remains responsible for its own federal, state, and local tax obligations arising from its business activities, including income taxes, franchise taxes, employment taxes, and other taxes applicable to the Seller.
3.5 Tax Records.
The Seller shall maintain accurate records sufficient to substantiate the tax treatment of transactions conducted through the Platform and shall cooperate with reasonable requests for documentation relating to tax compliance.
3.6 Changes in Law.
Sinbadexpress may modify its tax collection, calculation, reporting, or remittance procedures when necessary to comply with changes in applicable federal, state, or local law.
4. PRODUCT LIABILITY AND SELLER RESPONSIBILITY
4.1 Seller Product Liability.
The Seller acknowledges and agrees that it is solely responsible for the safety, quality, legality, authenticity, labeling, packaging, warnings, instructions, and regulatory compliance of products offered or sold by the Seller through the Platform.
4.2 Claims Relating to Seller Products.
To the extent permitted by applicable law, the Seller shall be responsible for claims, losses, damages, liabilities, penalties, recalls, injuries, property damage, or expenses arising from or relating to products sold or offered by the Seller, including claims based on defective products, inadequate warnings, mislabeling, counterfeit products, infringement, regulatory violations, or failure to comply with applicable product safety requirements.
4.3 Indemnification.
The Seller shall defend, indemnify, and hold harmless Sinbadexpress, its affiliates, officers, directors, employees, agents, contractors, and service providers from and against third-party claims, liabilities, damages, losses, penalties, costs, and reasonable attorneys' fees arising out of or relating to:
(a) products or services offered or sold by the Seller;
(b) product defects or product safety issues;
(c) bodily injury, death, or property damage allegedly caused by Seller products;
(d) violation of applicable laws or regulations by the Seller;
(e) counterfeit, unauthorized, or infringing products;
(f) inaccurate product information or representations; or
(g) the Seller's breach of this Agreement.
4.4 Exception for Sinbadexpress Conduct.
The Seller's obligations under this Section shall not apply to the extent a claim is finally determined by a court of competent jurisdiction to have been caused solely by Sinbadexpress's gross negligence, willful misconduct, or violation of applicable non-waivable law.
4.5 Product Recall.
If a product sold through the Platform is subject to a recall, safety warning, governmental action, regulatory investigation, or other material safety concern, the Seller shall immediately notify Sinbadexpress and cooperate fully with any product removal, customer notification, refund, replacement, recall, investigation, or other corrective action.
5. DISPUTE RESOLUTION AND ARBITRATION
5.1 Good-Faith Resolution.
Before commencing formal proceedings, the Parties shall use commercially reasonable efforts to resolve any dispute, claim, or controversy arising out of or relating to this Agreement through good-faith negotiations.
5.2 Binding Arbitration.
Except for claims that may properly be brought before a small claims court or claims seeking temporary or preliminary injunctive relief, any dispute arising out of or relating to this Agreement, the Platform, or the relationship between Sinbadexpress and the Seller shall, to the extent permitted by applicable law, be resolved by binding arbitration.
5.3 Arbitration Rules.
The arbitration shall be administered by a mutually agreed arbitration provider under its applicable commercial arbitration rules. If the Parties cannot agree on an arbitration provider, the arbitration shall be administered by the American Arbitration Association (“AAA”) under its applicable Commercial Arbitration Rules.
5.4 Arbitration Location and Language.
Unless otherwise agreed in writing, the arbitration shall be conducted in the State of Texas, in a location reasonably convenient for Sinbadexpress, and in the English language. The arbitrator may permit remote proceedings where appropriate.
5.5 Arbitrator Authority.
The arbitrator shall have authority to award any remedy that would be available under applicable law, subject to the limitations contained in this Agreement and applicable law.
5.6 Class Action Waiver.
To the maximum extent permitted by applicable law, each Party agrees that disputes shall be brought only in the Party's individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, or representative action.
5.7 Jury Trial Waiver.
To the extent permitted by applicable law, the Parties knowingly and voluntarily waive any right to trial by jury for claims that are not subject to mandatory arbitration.
5.8 Injunctive and Equitable Relief.
Nothing in this Section prevents Sinbadexpress from seeking temporary, preliminary, or permanent injunctive or equitable relief in a court of competent jurisdiction where necessary to protect its intellectual property, confidential information, Platform, payment systems, data, or other legitimate business interests.
5.9 Governing Law.
This Agreement shall be governed by and construed in accordance with the laws of the State of Texas, without regard to conflict-of-law principles, except to the extent federal law or mandatory consumer protection laws provide otherwise.
5.10 Severability of Arbitration Provisions.
If any portion of this arbitration provision is determined to be unenforceable, the remaining provisions shall remain in effect to the maximum extent permitted by applicable law, unless applicable law requires otherwise.
ADDITIONAL MARKETPLACE PROVIDER, SELLER COMPLIANCE AND DISPUTE PROVISIONS
MARKETPLACE PROVIDER STATUS AND THIRD-PARTY SELLER RELATIONSHIP
Sinbadexpress Inc. (“Sinbadexpress”) is the owner and operator of the Sinbadexpress online marketplace and acts as a marketplace provider and platform operator.
Sinbadexpress does not, except where expressly agreed in a separate written agreement, purchase, own, manufacture, import, distribute, wholesale, or sell the products or services offered by independent third-party Sellers through the Platform.
Each Seller independently offers and sells its products or services through the Platform and remains solely responsible for the products or services it offers.
Unless expressly stated otherwise, the contract of sale for a product or service offered through the Platform is entered into directly between the Seller and the Buyer. Sinbadexpress provides the technological marketplace environment and related services that facilitate the transaction but does not become the owner or seller of the relevant product or service merely by operating the Platform, processing an order, facilitating payment, providing advertising, or providing other marketplace services.
The Seller is solely responsible for the accuracy, legality, quality, safety, authenticity, labeling, packaging, pricing, inventory, availability, fulfillment, delivery, warranties, returns, refunds, and regulatory compliance of its products and services.
Nothing in this provision shall be interpreted as excluding or limiting any legal obligation imposed directly upon Sinbadexpress under applicable federal, state, or local law.
INFORM CONSUMERS ACT AND SELLER INFORMATION COMPLIANCE
Where applicable, Sinbadexpress shall comply with the requirements of the INFORM Consumers Act and other applicable federal laws governing online marketplaces and third-party sellers.
A Seller shall provide accurate, complete, and current information reasonably required by Sinbadexpress for identity verification, marketplace compliance, fraud prevention, tax compliance, payment processing, and legal or regulatory purposes.
Where required by applicable law, Sinbadexpress may collect and verify information concerning a Seller, including:
- legal name or business name;
- physical business address;
- working telephone number;
- working email address;
- government-issued identification;
- business registration documents;
- tax identification number or taxpayer identification number;
- bank account or payment account information;
- information concerning an individual acting on behalf of a business Seller;
- beneficial ownership or control information where legally required; and
- other information reasonably necessary to verify the identity and legitimacy of the Seller.
A Seller that qualifies as a high-volume third-party seller under applicable law shall provide all information and certifications required by Sinbadexpress within the time periods prescribed by applicable law.
Sinbadexpress may periodically require Sellers to confirm that their previously submitted information remains accurate and current. Sellers shall promptly update any information that becomes inaccurate, incomplete, or outdated.
Where disclosure is required by applicable law, Sinbadexpress may display or otherwise provide certain Seller identification and contact information to Buyers, including information concerning the Seller's name, physical address, and means of direct communication.
Sinbadexpress may suspend, restrict, remove listings from, or terminate the account of a Seller that fails to provide required information, provides false or misleading information, fails to complete required verification, fails to maintain current information, or otherwise fails to comply with applicable marketplace laws.
Sinbadexpress shall maintain a reasonable mechanism through which Buyers or other persons may report suspected counterfeit products, fraud, unsafe products, illegal activity, or other suspicious conduct occurring through the Platform.
Information collected for marketplace compliance purposes shall be handled in accordance with applicable privacy and data protection laws and the Platform's Privacy Policy and Data Processing Addendum.
TEXAS MARKETPLACE SALES TAX
The Parties acknowledge that Sinbadexpress may qualify as a marketplace provider under applicable Texas law.
Where Sinbadexpress is required by applicable law to collect, report, and remit Texas sales and use taxes on sales made through the Platform, Sinbadexpress shall collect, report, and remit such taxes in accordance with applicable law.
Where required, Sinbadexpress may provide Sellers with written or electronic certification that Sinbadexpress is collecting and remitting applicable sales and use taxes on behalf of Sellers.
The Seller shall provide accurate tax-related information reasonably required by Sinbadexpress, including tax identification information, exemption certificates, product taxability information, business location information, and other information necessary for proper tax treatment.
Except to the extent that applicable law expressly imposes the obligation upon Sinbadexpress, the Seller remains responsible for its own federal, state, and local tax obligations arising from its business operations.
Sinbadexpress may modify its tax collection, calculation, reporting, or remittance procedures where necessary to comply with changes in applicable law or requirements of a governmental authority.
The Seller shall cooperate with reasonable requests from Sinbadexpress relating to tax audits, governmental inquiries, tax documentation, and marketplace tax compliance.
PRODUCT LIABILITY AND SELLER RESPONSIBILITY
The Seller acknowledges that products offered or sold through the Platform may create legal, regulatory, safety, warranty, and product-liability obligations.
The Seller is solely responsible for ensuring that all products offered through the Platform are safe, authentic, merchantable where applicable, accurately described, properly labeled, properly packaged, and compliant with all applicable federal, state, and local laws and regulations.
The Seller shall be solely responsible, to the fullest extent permitted by applicable law, for claims arising from or relating to:
(a) defective or unsafe products;
(b) bodily injury or death allegedly caused by a Seller's product;
(c) property damage allegedly caused by a Seller's product;
(d) inadequate warnings, instructions, or labeling;
(e) counterfeit, unauthorized, or unlawfully distributed products;
(f) violations of product safety laws or regulations;
(g) product recalls or governmental enforcement actions; and
(h) inaccurate or misleading product representations made by the Seller.
The Seller shall promptly notify Sinbadexpress of any governmental investigation, regulatory notice, product safety complaint, recall, withdrawal, safety warning, or other material event concerning a product offered through the Platform.
The Seller shall cooperate fully with Sinbadexpress in connection with recalls, product removals, customer notifications, refunds, replacements, investigations, regulatory inquiries, and other corrective measures.
To the fullest extent permitted by applicable law, the Seller shall defend, indemnify, and hold harmless Sinbadexpress and its affiliates, officers, directors, employees, agents, contractors, and service providers from third-party claims, damages, losses, liabilities, penalties, costs, and reasonable attorneys' fees arising from or relating to the Seller's products, services, business activities, or breach of this Agreement.
Nothing in this provision shall require the Seller to indemnify Sinbadexpress to the extent that a claim is finally determined to have resulted solely from Sinbadexpress's gross negligence, willful misconduct, or violation of a non-waivable legal obligation.
DISPUTE RESOLUTION
The Parties shall first attempt in good faith to resolve any dispute, controversy, or claim arising out of or relating to this Agreement, the Seller's account, or the Seller's use of the Platform through commercially reasonable negotiations.
If the dispute cannot be resolved through good-faith negotiations, the dispute shall be resolved in accordance with Article 76 of this Agreement and the applicable dispute-resolution procedures stated therein.
Nothing in this provision shall prevent Sinbadexpress from seeking temporary, preliminary, or permanent injunctive or equitable relief from a court of competent jurisdiction where such relief is reasonably necessary to protect its intellectual property, confidential information, Platform, payment systems, data, trade secrets, or other legitimate business interests.
Nothing in this provision shall prevent a Party from bringing an action in a court of competent jurisdiction where arbitration or other alternative dispute resolution is prohibited or restricted by applicable law.
Any dispute-resolution provision shall be interpreted and enforced only to the extent permitted by applicable federal and state law.
NO TRANSFER OF SELLER RESPONSIBILITY
The Seller's use of the Platform does not transfer to Sinbadexpress any ownership, title, warranty, product-safety responsibility, product-liability responsibility, manufacturing responsibility, or regulatory responsibility that is legally imposed upon the Seller.
The Seller may not represent to any Buyer, governmental authority, payment provider, carrier, or other third party that Sinbadexpress is the manufacturer, importer, distributor, retailer, or seller of the Seller's products unless Sinbadexpress has expressly agreed to such role in a separate written agreement.
The Seller shall not use the Sinbadexpress name, trademarks, branding, or Platform in a manner that falsely represents the Seller as an employee, agent, subsidiary, authorized distributor, or representative of Sinbadexpress.
SURVIVAL
The provisions concerning Seller responsibility, product liability, indemnification, confidentiality, intellectual property, tax obligations, payment obligations, data protection, dispute resolution, limitation of liability, and any other provisions which by their nature are intended to survive termination shall remain effective after termination or expiration of the Seller's membership or this Agreement.
SECTION 2
SELLER APPLICATION, MEMBERSHIP, AND ACCOUNT CREATION
ARTICLE 11 – SELLER APPLICATION
11.1. In order to sell products or services through the Sinbadexpress Platform, the applicant must accurately and completely complete the Seller Application Form.
11.2. The applicant represents and warrants that all information and documents submitted during the application process are true, accurate, current, and complete.
11.3. Sinbadexpress reserves the right to request additional information, documentation, or clarification during the application review process.
11.4. Submission of an application does not guarantee that a Seller Account will be created or that the application will be approved.
11.5. Sinbadexpress reserves the sole and absolute discretion to evaluate all applications in accordance with Platform security requirements, commercial policies, and applicable law.
ARTICLE 12 – ELIGIBILITY REQUIREMENTS FOR SELLERS
To qualify as a Seller, the applicant is expected to satisfy the following requirements:
a) Possess the legal capacity to enter into binding contracts under applicable law;
b) Hold all necessary business authorizations required in the country where the applicant conducts business;
c) Maintain all required tax registrations, where applicable;
d) Accept this Agreement and all applicable Platform policies and procedures;
e) Successfully complete all identity verification procedures;
f) Not engage in any prohibited or restricted activities; and
g) Satisfy any other reasonable requirements established by Sinbadexpress.
ARTICLE 13 – KYC (KNOW YOUR CUSTOMER) AND IDENTITY VERIFICATION
13.1. To maintain Platform security and prevent fraud, Sinbadexpress may require Sellers to complete an identity verification process.
13.2. As part of the identity verification process, Sinbadexpress may request the following information and documentation:
- Government-issued identification;
- Business formation documents;
- Tax information;
- Authorized representative information;
- Proof of address;
- Bank account information;
- Information regarding the Seller's business activities and business model; and
- Any other information or documentation reasonably deemed necessary.
13.3. Sinbadexpress may utilize independent third-party verification service providers whenever deemed necessary.
13.4. Until the identity verification process has been successfully completed, Sinbadexpress may restrict the Seller's account in whole or in part.
ARTICLE 14 – DOCUMENTS REQUIRED FROM LEGAL ENTITIES
Where the Seller is a legal entity, Sinbadexpress may require the submission of the following documents:
- Certificate of Incorporation or equivalent formation document;
- Current business registration records;
- Tax registration documents;
- Information regarding authorized representatives;
- Documentation evidencing signing authority;
- Information regarding the Beneficial Owner(s), where required; and
- Documentation demonstrating the nature of the Seller's business activities.
The Seller shall be solely responsible for the accuracy, authenticity, and completeness of all submitted documents.
ARTICLE 15 – TAX AND FINANCIAL INFORMATION
15.1. The Seller shall be solely responsible for complying with all tax obligations applicable in the jurisdiction where the Seller conducts business.
15.2. Sinbadexpress may request tax-related information and documentation as required by applicable law.
15.3. The Seller shall promptly update any changes to its tax information through the Platform.
15.4. If the required tax information is not provided, Sinbadexpress may delay payments, suspend payment processing, or restrict the Seller's account.
ARTICLE 16 – REJECTION OF THE APPLICATION
Sinbadexpress may reject any application, without incurring any liability or obligation to pay compensation, in any of the following circumstances:
a) Submission of incomplete or inaccurate information;
b) Submission of forged, fraudulent, or falsified documents;
c) Failure to successfully complete identity verification;
d) The applicant presents a security risk to the Platform;
e) The applicant has previously committed serious violations of the Platform's rules or policies;
f) The applicant presents risks under applicable laws, regulations, or sanctions programs;
g) Reasonable concerns arise regarding the applicant's business reputation or business model; or
h) Any other circumstance that, in Sinbadexpress's reasonable judgment, may adversely affect the security, integrity, reputation, or lawful operation of the Platform.
Rejection of an application shall not entitle the applicant to Platform membership or to any claim for damages or compensation.
ARTICLE 17 – CREATION OF THE ACCOUNT
17.1. Upon approval of the application, a Seller Account shall be created in the name of the Seller.
17.2. As a general rule, each Seller may maintain only one primary Seller Account. Opening multiple accounts for the same Seller without the prior written approval of Sinbadexpress is strictly prohibited.
17.3. Sinbadexpress may, at its sole discretion, authorize the creation of additional accounts for operational, administrative, or security purposes.
ARTICLE 18 – AUTHORIZED USERS
18.1. The Seller may authorize its employees or representatives to access and use its Seller Account.
18.2. The Seller shall be fully responsible for all acts, omissions, and transactions performed by any individual authorized to access its account.
18.3. The Seller shall promptly revoke the access rights of any individual whose authorization has expired or been terminated.
18.4. Sinbadexpress may implement a role-based access control (RBAC) system for account management.
ARTICLE 19 – ACCOUNT SECURITY
19.1. The Seller is responsible for maintaining the confidentiality and security of all account credentials, including but not limited to:
- Username;
- Password;
- Verification codes; and
- Multi-factor authentication (MFA) credentials.
19.2. If the Seller becomes aware of any unauthorized access to, use of, or compromise of its account, the Seller shall immediately notify Sinbadexpress.
19.3. To protect the security of the Platform and Seller Accounts, Sinbadexpress may temporarily restrict account access or require additional identity verification.
ARTICLE 20 – MAINTAINING CURRENT INFORMATION
20.1. The Seller shall ensure that all information and documents maintained on the Platform remain accurate, complete, and up to date.
20.2. The Seller shall update the following information through the Platform within a reasonable period after any change occurs:
- Business name;
- Business address;
- Contact information;
- Tax information;
- Bank account information;
- Authorized representative information;
- Nature of business; and
- Any other material information.
20.3. The Seller shall be solely responsible for any delays, payment issues, failed notifications, or other damages resulting from outdated or inaccurate information.
20.4. Sinbadexpress may periodically require the Seller to reverify the information maintained on the Platform. If the Seller fails to respond within a reasonable period, Sinbadexpress may temporarily restrict or, where deemed necessary, suspend the Seller's account.
SECTION 3
PRODUCT LISTINGS, SALES, AND CONTENT RULES
ARTICLE 21 – GENERAL PRINCIPLES
21.1. The Seller may offer for sale through the Platform only those products or services that comply with applicable law and this Agreement.
21.2. The Seller shall ensure that all product information uploaded to the Platform is accurate, current, complete, and not misleading.
21.3. The Seller shall bear sole responsibility for every product listing published on the Platform.
21.4. Sinbadexpress reserves the sole discretion to publish, reject, require modification of, temporarily suspend, or remove any product listing.
ARTICLE 22 – PRODUCT LISTING REQUIREMENTS
22.1. To the extent applicable, each product listing shall include the following information:
- Product name;
- Brand;
- Model;
- Product description;
- Technical specifications;
- Product variant information;
- Product condition (e.g., new, refurbished, etc.);
- Product images;
- Inventory availability;
- Delivery information; and
- Any required safety warnings.
22.2. The Seller shall not include any false, misleading, deceptive, or unverifiable statements in product descriptions.
22.3. Product information shall not be incomplete, inaccurate, or presented in a manner that could mislead consumers.
ARTICLE 23 – PRODUCT IMAGES AND DIGITAL CONTENT
23.1. The Seller may upload only those images, videos, text, and other content for which it owns or has obtained all necessary rights, licenses, or permissions.
23.2. Product images shall accurately represent the products being offered for sale.
23.3. Product photographs shall not contain misleading image manipulations, deceptive edits, watermarks, or graphical elements that may mislead consumers.
23.4. Sinbadexpress reserves the right to reject or remove images or other digital content that do not comply with the Platform's technical standards or content requirements.
ARTICLE 24 – PRODUCT DESCRIPTIONS
24.1. Product descriptions shall be:
- Clear;
- Accurate;
- Easy to understand;
- Truthful; and
- Current.
24.2. The Seller shall not include any of the following in product descriptions:
- False or misleading health-related claims;
- Unsubstantiated performance claims;
- Misleading warranty representations;
- Statements that defame or unfairly disparage competitors; or
- Advertising content that violates applicable law.
24.3. Any product description generated using artificial intelligence (AI) tools must be reviewed and verified by the Seller before publication.
ARTICLE 25 – PRICING
25.1. The Seller shall have the sole discretion to determine the selling price of its products or services.
25.2. The Seller shall comply with all applicable competition laws and consumer protection laws and regulations.
25.3. The Seller shall not engage in deceptive pricing practices, including but not limited to false discounts, fictitious promotions, or misleading pricing schemes.
25.4. Sinbadexpress may temporarily suspend and review listings containing incorrect prices resulting from obvious pricing errors, technical malfunctions, or system-related issues.
ARTICLE 26 – INVENTORY MANAGEMENT
26.1. The Seller shall accurately manage and maintain the inventory of all products offered for sale on the Platform.
26.2. Products that are not actually available in inventory shall not be listed for sale.
26.3. The Seller shall be solely responsible for any failure to fulfill orders resulting from inaccurate or improper inventory management.
26.4. Where inventory management issues result in excessive order cancellations, Sinbadexpress may implement performance-related measures in accordance with its policies.
ARTICLE 27 – PROHIBITED AND RESTRICTED PRODUCTS
27.1. The Seller shall not list any products whose sale is prohibited or restricted on the Platform.
27.2. Prohibited and restricted products are identified in Annex-3 (Prohibited and Restricted Products List).
27.3. Sinbadexpress may amend Annex-3 from time to time to reflect changes in applicable laws, product safety requirements, or its commercial policies.
27.4. The Seller is responsible for regularly ensuring that its products comply with the requirements of Annex-3.
ARTICLE 28 – PRODUCT SAFETY
28.1. The Seller may offer for sale only products that are safe and compliant with all applicable product safety laws, regulations, and standards.
28.2. Where applicable, the Seller shall provide:
- Certificates of conformity;
- Test reports;
- Product certifications;
- Required safety warnings; and
- Instructions for use.
28.3. If a product is determined to present a safety risk, Sinbadexpress may take any measures it deems necessary to protect consumers, the Platform, and applicable legal interests.
ARTICLE 29 – INTELLECTUAL PROPERTY RIGHTS
29.1. The Seller shall not publish or offer for sale any product or content that infringes or misappropriates:
- Trademarks;
- Copyrights;
- Patents;
- Industrial designs;
- Trade dress; or
- Any other intellectual property rights.
29.2. The Seller represents and warrants that it possesses all necessary rights, authorizations, licenses, or permissions to sell the products and use the related content made available through the Platform.
29.3. Where an infringement claim or reasonable suspicion of infringement exists, Sinbadexpress may investigate the relevant listing and may suspend or remove it from the Platform.
ARTICLE 30 – COUNTERFEIT PRODUCTS
30.1. The sale of counterfeit, imitation, or fake products on the Platform is strictly prohibited.
30.2. Upon request, the Seller shall provide documentation demonstrating the lawful origin and authenticity of the products offered for sale.
30.3. If counterfeit products are identified or reasonably suspected, Sinbadexpress may:
- Remove the relevant listing;
- Restrict the Seller's account;
- Suspend the Seller's account;
- Terminate the Seller's membership; and
- Cooperate with competent governmental authorities and law enforcement agencies as permitted or required by applicable law.
ARTICLE 31 – REVIEW AND ENFORCEMENT AUTHORITY
31.1. Sinbadexpress may review product listings for the purpose of maintaining Platform standards, quality, safety, and legal compliance.
31.2. Where necessary, Sinbadexpress may request additional information, documentation, or explanations from the Seller.
31.3. During the review process, the relevant listing may be temporarily removed from public view or its visibility may be limited.
31.4. Any review, inspection, or enforcement action taken by Sinbadexpress shall not relieve the Seller of any legal responsibility or liability arising from its products or listings.
ARTICLE 32 – REMOVAL OF PRODUCTS
Sinbadexpress may remove, suspend, or disable access to any product listing without prior notice in any of the following circumstances:
a) A violation of this Agreement;
b) A violation of Platform policies;
c) Listing or sale of prohibited products;
d) Reasonable suspicion that a product is counterfeit;
e) Actual or suspected infringement of intellectual property rights;
f) A product safety concern or risk;
g) Compliance with a court order or request from a competent governmental authority; or
h) Any other circumstance that Sinbadexpress reasonably determines is necessary to protect consumers, maintain the integrity of the Platform, or preserve the Platform's reputation.
Where reasonably practicable, Sinbadexpress will notify the Seller of the action taken.
ARTICLE 33 – CONTINUED RIGHT TO SELL
The listing of a product on the Platform does not guarantee that such product will remain continuously available for sale or retain a particular level of visibility.
Sinbadexpress reserves the right to determine, modify, limit, prioritize, or remove the visibility of any product listing based on Platform security, user experience, technical requirements, legal obligations, or commercial policies.
ARTICLE 34 – SELLER RESPONSIBILITY
The Seller shall be solely responsible for:
- The products listed on the Platform;
- Product descriptions;
- Pricing;
- Inventory information;
- Product images;
- Safety warnings;
- Compliance with intellectual property rights; and
- The compliance of its products with all applicable laws and regulations.
Except to the extent otherwise required by applicable law, Sinbadexpress assumes no legal responsibility or liability arising from the Seller's products, listings, or related activities.
SECTION 4
ORDERS, PAYMENTS, AND SETTLEMENTS
ARTICLE 35 – ORDER PLACEMENT
35.1. An order placed by a Buyer through the Platform shall be transmitted to the Seller Panel once it has been successfully created within the Sinbadexpress systems.
35.2. Receipt of an order through the Platform obligates the Seller to fulfill its responsibilities under this Agreement and the applicable Annexes.
35.3. Sinbadexpress may review, verify, place on hold, or cancel any order for security, fraud prevention, compliance, or technical reasons.
ARTICLE 36 – ORDER ACCEPTANCE AND PREPARATION
36.1. The Seller shall process each order within a reasonable time and prepare it for shipment.
36.2. The Seller shall ensure that each order is prepared with:
- The correct product;
- The correct quantity;
- Appropriate packaging; and
- Products that are undamaged and suitable for shipment.
36.3. Order processing times and applicable performance standards are set forth in Annex-4 (Seller Performance Standards).
ARTICLE 37 – SHIPPING AND DELIVERY
37.1. The Seller shall ship orders using shipping methods supported by the Platform or other logistics solutions approved by Sinbadexpress.
37.2. After shipment, the Seller shall promptly upload the applicable tracking number to the Platform.
37.3. The Seller shall immediately notify the Platform of any circumstance that may delay delivery.
37.4. Detailed provisions governing shipping and delivery services are set forth, where applicable, in Annex-8 (Shipping and Logistics Service Terms).
ARTICLE 38 – PAYMENT PROCESSING
38.1. Payments made through the Platform may be processed by payment service providers designated by Sinbadexpress.
38.2. Sinbadexpress reserves the right to change payment service providers or to engage multiple payment service providers at its discretion.
38.3. The Seller acknowledges and agrees that payment transactions may be processed through independent third-party financial institutions.
38.4. Except in cases of its own negligence or willful misconduct, Sinbadexpress shall not be liable for delays resulting from the security, fraud prevention, compliance, or verification procedures of any payment service provider.
ARTICLE 39 – SELLER SETTLEMENTS
39.1. The Seller's settlement amount shall be calculated in accordance with this Agreement and its applicable Annexes.
39.2. The following deductions may be applied when calculating the Seller's settlement amount:
- Platform Service Commission;
- Adjustments resulting from returns and refunds;
- Chargebacks; and
- Any other deductions permitted under this Agreement.
39.3. The settlement calculation methodology and payment schedule are set forth in Annex-2 (Payment Schedule and Settlement Principles).
ARTICLE 40 – PLATFORM SERVICE COMMISSION
40.1. The Seller acknowledges and agrees that a Platform Service Commission will be charged on sales completed through the Platform.
40.2. The current commission rates and their applicable terms are set forth in Annex-1 (Commission and Service Fee Schedule).
40.3. Sinbadexpress may amend Annex-1 in accordance with this Agreement and applicable law.
40.4. Any updated commission schedule shall be communicated to Sellers within a reasonable period before its effective date.
ARTICLE 41 – PAYMENTS
41.1. Payments to the Seller shall be made in accordance with the payment schedule set forth in Annex-2.
41.2. Payments shall be made only to the Seller's verified bank account.
41.3. Prior to making any payment, Sinbadexpress may require additional verification for security, fraud prevention, compliance, or legal purposes.
41.4. The Seller shall be solely responsible for any payment delays or failures resulting from inaccurate or outdated banking information.
ARTICLE 42 – RETURNS AND REFUNDS
42.1. Returns and refunds shall be processed in accordance with applicable law and Annex-5 (Return, Refund, and Chargeback Rules).
42.2. Settlement calculations may be adjusted to reflect returned or refunded orders.
42.3. The Seller shall cooperate with Sinbadexpress throughout the return and refund process.
ARTICLE 43 – CHARGEBACKS
43.1. Chargeback claims initiated by cardholders shall be handled in accordance with the applicable rules of the relevant payment service provider or card network.
43.2. The Seller shall provide all requested information and supporting documentation to the Platform within the required time period.
43.3. The financial consequences of any chargeback shall be determined based on the specific circumstances of the transaction, the provisions of this Agreement, and applicable law.
43.4. Detailed chargeback procedures are set forth in Annex-5.
ARTICLE 44 – TAXES
44.1. The Seller shall be solely responsible for all taxes arising from its own business activities, except where applicable law provides otherwise.
44.2. Where required by applicable law, Sinbadexpress may withhold taxes, collect tax-related information, or submit reports to governmental authorities.
44.3. The Seller agrees to timely provide all tax forms, certifications, and documentation reasonably requested by Sinbadexpress.
44.4. Any Sales Tax collected through the Platform shall be remitted by Sinbadexpress to the appropriate state tax authority in accordance with applicable law.
ARTICLE 45 – DISPUTES REGARDING SETTLEMENTS
45.1. The Seller may submit any dispute regarding settlement calculations through the Platform within a reasonable period following the applicable payment date.
45.2. Sinbadexpress shall review the dispute and notify the Seller of its determination.
45.3. Disputes unsupported by adequate documentation or evidence may be rejected.
ARTICLE 46 – RIGHT OF SET-OFF
To the extent permitted by applicable law, where mutual obligations exist under this Agreement, Sinbadexpress may, after providing prior notice to the Seller, offset any amounts owed by either Party against amounts payable to the other Party.
ARTICLE 47 – FRAUD PREVENTION AND RISK MANAGEMENT
47.1. Sinbadexpress reserves the right to investigate any transaction reasonably suspected of involving fraud, abuse, unlawful activity, or other security risks.
47.2. During the investigation, Sinbadexpress may temporarily suspend the relevant transaction, withhold payments, or take any other reasonable protective measures.
47.3. Following its risk assessment, Sinbadexpress may request additional information or supporting documentation from the Seller.
ARTICLE 48 – RECORDS AS EVIDENCE
To the fullest extent permitted by applicable law, the Parties agree that Sinbadexpress's electronic records, transaction logs, and system records may be used as evidence in the event of a dispute.
Nothing in this Article shall limit or waive any evidentiary rights available to the Seller under applicable law.
ARTICLE 49 – APPLICABLE ANNEXES
The commercial terms governing this Section are further detailed in the following Annexes:
- Annex-1 – Commission and Service Fee Schedule;
- Annex-2 – Payment Schedule and Settlement Principles;
- Annex-5 – Return, Refund, and Chargeback Rules; and
- Annex-8 – Shipping and Logistics Service Terms (where applicable).
These Annexes, as amended from time to time, form an integral part of this Agreement.
SECTION 5
SELLER PERFORMANCE, CUSTOMER SERVICE, PRODUCT SAFETY, AND INTELLECTUAL PROPERTY
ARTICLE 50 – SELLER PERFORMANCE
50.1. The Seller agrees to conduct its business in accordance with the performance standards established by the Platform in order to maintain quality, reliability, and customer satisfaction.
50.2. Seller performance may be evaluated based on, among other things:
- Order fulfillment rate;
- On-time shipment rate;
- Order cancellation rate;
- Late delivery rate;
- Return rate;
- Chargeback rate;
- Customer complaints;
- Policy violations;
- Product safety records; and
- Other quality and performance indicators.
50.3. Detailed Seller performance standards are set forth in Annex-4 (Seller Performance Standards).
ARTICLE 51 – CUSTOMER SERVICE
51.1. The Seller agrees to treat customers honestly, respectfully, and professionally.
51.2. The Seller shall respond within a reasonable period to:
- Customer inquiries;
- Order-related requests;
- Return requests; and
- Warranty claims.
51.3. The Seller shall not engage in communications with customers that are misleading, threatening, discriminatory, abusive, or otherwise unlawful.
51.4. The Seller shall clearly and comprehensively disclose its return policy on the applicable product page.
ARTICLE 52 – ORDER CANCELLATIONS
52.1. The Seller may cancel an order only for legitimate and reasonable reasons.
52.2. Repeated order cancellations resulting from poor inventory management may be considered in evaluating the Seller's performance.
52.3. Sinbadexpress may conduct additional reviews where unusually high cancellation rates are identified.
ARTICLE 53 – PRODUCT QUALITY
53.1. The Seller shall ensure that all products offered for sale conform to their descriptions and specifications.
53.2. The Seller shall not ship defective, damaged, incomplete, or non-conforming products.
53.3. The Seller is solely responsible for ensuring that its products are safe, fit for their intended use, and compliant with all applicable laws and regulations.
53.4. The sale of used or second-hand products on the Platform is strictly prohibited.
ARTICLE 54 – WARRANTIES AND LEGAL OBLIGATIONS
54.1. Where required by applicable law, the Seller shall fulfill all mandatory warranty obligations applicable to its products.
54.2. Any commercial warranty offered by the Seller shall be described in a clear, accurate, and non-misleading manner.
54.3. Sinbadexpress is not the warrantor of any product sold through the Platform. Unless expressly agreed in writing by Sinbadexpress, all warranty obligations remain solely the responsibility of the Seller.
ARTICLE 55 – PRODUCT SAFETY
55.1. The Seller may offer only safe products for sale through the Platform.
55.2. The Seller agrees to comply with:
- Applicable product safety laws and regulations;
- Mandatory labeling requirements;
- Applicable conformity and compliance standards; and
- Product recall obligations.
55.3. Detailed product safety requirements are set forth in the Product Safety and Recall Policy.
ARTICLE 56 – PRODUCT RECALL OBLIGATIONS
56.1. If the Seller becomes aware of a product recall, a serious product safety risk, or an official investigation concerning any product offered for sale through the Platform, the Seller shall promptly notify Sinbadexpress without undue delay.
56.2. To protect consumers and the integrity of the Platform, Sinbadexpress may suspend the sale of the affected products, remove related listings, and take any other actions it reasonably considers necessary.
56.3. The Seller agrees to fully cooperate with Sinbadexpress throughout any product recall process.
ARTICLE 57 – INTELLECTUAL PROPERTY RIGHTS
57.1. The Seller represents and warrants that it possesses all necessary ownership rights, licenses, authorizations, or permissions to use and upload all products, images, descriptions, and other content submitted to the Platform.
57.2. The Seller shall not publish or offer for sale any product or content that infringes or misappropriates:
- Trademarks;
- Copyrights;
- Patents;
- Industrial designs;
- Trade dress; or
- Any other intellectual property rights.
57.3. Allegations of intellectual property infringement shall be reviewed and handled in accordance with the Sinbadexpress Counterfeit Products and Intellectual Property Infringement Policy and the DMCA Copyright Policy.
ARTICLE 58 – COUNTERFEIT PRODUCTS
58.1. The sale of counterfeit, imitation, unauthorized, or fake products is strictly prohibited.
58.2. Where deemed necessary, Sinbadexpress may require the Seller to provide:
- Purchase invoices;
- Distributor authorization documents;
- Manufacturer documentation;
- License agreements; and
- Certificates of conformity or other compliance documentation.
58.3. If the requested documentation is not provided or cannot be verified, Sinbadexpress may take any enforcement action it deems appropriate under this Agreement, including restricting, suspending, or terminating the Seller's account or removing the relevant listings.
ARTICLE 59 – BRAND OWNER PROTECTION PROGRAM
59.1. The Seller agrees to cooperate in the verification, investigation, and enforcement procedures conducted under the Sinbadexpress Brand Protection Program.
59.2. Upon receipt of a valid complaint or request submitted by a rights holder, Sinbadexpress may implement any temporary or permanent measures it deems appropriate.
ARTICLE 60 – PROTECTION OF CUSTOMER DATA
60.1. The Seller may use customer information obtained through the Platform solely for the purpose of fulfilling customer orders.
60.2. The Seller shall not:
- Sell customer information to any third party;
- Use customer information for marketing or promotional purposes;
- Disclose customer information without authorization; or
- Process customer information in violation of this Agreement or any applicable data protection laws.
60.3. The Seller shall not retain customer information beyond what is reasonably necessary to fulfill the applicable order or comply with legal obligations.
ARTICLE 61 – CONFIDENTIALITY
61.1. The Seller agrees to keep confidential all non-public commercial, technical, operational, and other confidential information obtained through the Platform.
61.2. Confidential Information may be used solely for the performance of this Agreement.
61.3. The confidentiality obligations set forth herein shall survive the termination or expiration of this Agreement.
ARTICLE 62 – AUDITS AND INVESTIGATIONS
62.1. Sinbadexpress may request reasonable information or documentation from the Seller to assess compliance with this Agreement, Platform policies, and applicable law.
62.2. The Seller agrees to respond to such requests within a reasonable period.
62.3. During any review or investigation, Sinbadexpress may temporarily restrict product listings, account features, or other Platform privileges where reasonably necessary.
ARTICLE 63 – CORRECTIVE MEASURES
In the event of any violation covered by this Section, Sinbadexpress may, depending on the nature and severity of the violation, implement one or more of the following measures:
- Issue a warning;
- Require additional training, information, or documentation;
- Remove product listings;
- Limit the visibility of products;
- Temporarily restrict selling privileges;
- Suspend the Seller Account; or
- Terminate this Agreement.
Any corrective measure shall be applied in a proportionate manner, taking into account the specific circumstances of the violation and applicable law.
SECTION 6
ACCOUNT SUSPENSION, TERMINATION, LIABILITY, AND FINAL PROVISIONS
ARTICLE 64 – TEMPORARY ACCOUNT RESTRICTION OR SUSPENSION
64.1. Sinbadexpress may temporarily restrict or suspend all or part of the Seller Account under any of the following circumstances:
a) A violation of this Agreement;
b) A violation of Platform policies or procedures;
c) Submission of false, inaccurate, or misleading information;
d) Failure to complete required identity verification procedures;
e) A product safety concern or risk;
f) Reasonable suspicion of counterfeit product sales;
g) An allegation or reasonable suspicion of intellectual property infringement;
h) An unusual or elevated fraud risk;
i) An excessive chargeback rate;
j) A request or order from a competent governmental authority; or
k) Any other circumstance reasonably considered necessary to protect the security of the Platform, its users, or the reputation of Sinbadexpress.
64.2. Where reasonably practicable, Sinbadexpress will notify the Seller of the reason for the restriction or suspension.
64.3. During the suspension period, the Seller's access to certain Platform services or functionalities may be restricted.
ARTICLE 65 – TERMINATION OF THE AGREEMENT
65.1. The Seller may terminate this Agreement by closing its Seller Account or by using any termination procedures made available through the Platform.
65.2. Sinbadexpress may terminate this Agreement immediately and unilaterally upon the occurrence of any of the following:
- A material breach of this Agreement;
- Repeated violations of Platform policies;
- Sale of counterfeit products;
- Fraudulent or deceptive activities;
- Serious infringement of intellectual property rights;
- Sale of prohibited products;
- Violation of applicable legal obligations;
- A decision, order, or request issued by a competent governmental authority; or
- Conduct that materially jeopardizes the security, integrity, or reputation of the Platform.
65.3. Termination shall not affect any rights, obligations, liabilities, or remedies that accrued prior to the effective date of termination.
ARTICLE 66 – EFFECTS OF TERMINATION
Upon termination of this Agreement, Sinbadexpress may:
- Close the Seller Account;
- Remove product listings;
- Complete or wind down any pending transactions in an appropriate manner; and
- Perform any settlement, reconciliation, or set-off permitted under this Agreement and applicable law.
Any provisions that by their nature are intended to survive termination, including without limitation those relating to confidentiality, intellectual property, indemnification, limitation of liability, payment obligations, dispute resolution, and other continuing obligations, shall remain in full force and effect.
ARTICLE 67 – INDEMNIFICATION
67.1. To the extent caused by the Seller's negligence, misconduct, breach of this Agreement, or violation of applicable law, the Seller shall indemnify, defend, and hold harmless Sinbadexpress from and against third-party claims arising out of or relating to:
- A breach of this Agreement;
- The sale of unlawful products;
- Intellectual property infringement;
- Product safety violations;
- False, inaccurate, or misleading product information;
- Violations of applicable tax obligations; or
- Any other unlawful act or omission attributable to the Seller.
67.2. Sinbadexpress shall provide the Seller with reasonably prompt notice of any such claim and shall provide reasonable cooperation in the defense of the matter, provided that such cooperation shall be at the Seller's expense where permitted by applicable law.
ARTICLE 68 – LIMITATION OF LIABILITY
68.1. To the fullest extent permitted by applicable law, Sinbadexpress shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to:
- Indirect damages;
- Loss of profits;
- Loss of goodwill or reputation;
- Loss of data;
- Loss of business opportunities; or
- Loss of anticipated earnings.
68.2. Nothing in this Article shall exclude or limit any liability that cannot be excluded or limited under applicable law.
ARTICLE 69 – FORCE MAJEURE
69.1. The following events, to the extent they are beyond the reasonable control of the affected Party, may constitute a Force Majeure Event:
- Natural disasters;
- War;
- Acts of terrorism;
- Epidemics or pandemics;
- Widespread Internet outages;
- Failures of electrical infrastructure;
- Cyberattacks;
- Binding actions or orders of governmental authorities; and
- Other comparable extraordinary events.
69.2. During the continuation of a Force Majeure Event, the obligations of the affected Party may be suspended to the extent and for the duration that performance is prevented by such event.
ARTICLE 70 – NOTICES
70.1. Notices between the Parties may be delivered through:
- The Seller Panel;
- The registered email address;
- The Platform's internal notification system; or
- Any other electronic communication method permitted under applicable law.
70.2. The Seller is responsible for keeping its contact information accurate and up to date.
ARTICLE 71 – ASSIGNMENT
71.1. The Seller may not assign or transfer any rights or obligations under this Agreement without the prior written consent of Sinbadexpress.
71.2. Sinbadexpress may assign or transfer this Agreement in connection with a corporate restructuring, merger, acquisition, sale of assets, or any similar corporate transaction.
ARTICLE 72 – NO WAIVER
The failure or delay of Sinbadexpress in exercising any right under this Agreement shall not constitute a waiver of that right or any other right.
ARTICLE 73 – SEVERABILITY
If any provision of this Agreement is held to be invalid, illegal, or unenforceable, the remaining provisions shall remain in full force and effect.
Any invalid or unenforceable provision shall be replaced by a valid and enforceable provision that most closely reflects the original legal and commercial intent of the Parties.
ARTICLE 74 – AMENDMENTS
74.1. Sinbadexpress may amend this Agreement and its Annexes due to:
- Changes in applicable laws or regulations;
- Technical requirements;
- Security needs;
- Operational requirements; or
- Business needs.
74.2. Material amendments shall be communicated to Sellers within a reasonable period before becoming effective.
74.3. Continued use of the Platform after the effective date of an amendment constitutes acceptance of the revised Agreement, subject to any mandatory provisions of applicable law.
ARTICLE 75 – GOVERNING LAW
This Agreement shall be governed by and construed in accordance with the applicable laws of the United States of America and the State of Texas, without regard to its conflict of laws principles.
ARTICLE 76 – DISPUTE RESOLUTION
76.1. The Parties shall first attempt in good faith to resolve any dispute through negotiations.
76.2. If the dispute cannot be resolved, it shall be submitted, to the fullest extent permitted by applicable law, to the competent courts or other competent judicial authorities of the State of Texas.
76.3. To the fullest extent permitted by applicable law, the Parties consent to such jurisdiction and venue.
ARTICLE 77 – ENTIRE AGREEMENT
This Agreement, together with its Annexes and the Platform policies and procedures incorporated by reference, constitutes the entire agreement between the Parties.
All prior oral or written agreements, negotiations, representations, and understandings concerning the subject matter of this Agreement are superseded upon its effective date.
ARTICLE 78 – EFFECTIVE DATE
78.1. This Agreement becomes effective when the Seller electronically accepts it or begins offering products or services for sale through the Platform.
78.2. The Seller represents and acknowledges that it has read, understood, and agrees to be bound by this Agreement, its Annexes, and all applicable Platform policies and procedures.
Annexes
- Annex-1: Commission and Service Fee Schedule
- Annex-2: Payment Schedule and Settlement Principles
- Annex-3: Prohibited and Restricted Products List
- Annex-4: Seller Performance Standards
- Annex-5: Return, Refund, and Chargeback Rules
- Annex-6: Advertising Services Terms
- Annex-7: Fulfillment (Warehousing and Logistics) Service Terms
- Annex-8: Shipping and Delivery Rules
- Annex-9: Product Safety and Compliance Requirements
- Annex-10: API and Integration Terms of Use
- Annex-11: Prohibited Countries and Sanctions Compliance Rules
- Annex-12: Data Processing Addendum (DPA)
ANNEX-1
COMMISSION AND SERVICE FEE SCHEDULE
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-1 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the commissions, membership fees, listing fees, service fees, and other applicable charges payable by Sellers using the Sinbadexpress Platform.
Unless otherwise expressly stated, all fees set forth in this Annex apply to transactions conducted through sinbadexpress.us, including applicable websites, Seller Panel, mobile applications, API services, and other related Platform services.
2. ANNUAL SELLER MEMBERSHIP FEE
2.1. Annual Membership Fee
Each approved Seller shall pay an annual Seller Membership Fee of:
USD 1,500.00 per year
unless a different fee is expressly agreed in writing between Sinbadexpress and the Seller.
2.2. Payment
The annual membership fee shall be payable in accordance with the payment method and schedule designated by Sinbadexpress.
2.3. Non-Refundability
Unless otherwise required by applicable law or expressly agreed in writing, the annual Seller Membership Fee is non-refundable once the Seller's membership has been activated.
2.4. Suspension for Non-Payment
If the Seller fails to pay the applicable annual membership fee when due, Sinbadexpress may restrict, suspend, or terminate the Seller's access to the Platform after providing any notice required by applicable law.
3. PLATFORM SERVICE COMMISSION
3.1. General Commission Rate
Sinbadexpress shall charge the Seller a Platform Service Commission of 13% on completed sales conducted through the Platform.
3.2. Category-Based Commission Rates
Certain product or service categories may be subject to commission rates different from the general commission rate.
Where applicable, the category-specific commission rate shall be displayed in the Seller Panel or otherwise communicated to the Seller before the applicable transaction.
3.3. Commission Calculation
Unless otherwise specified, the Platform Service Commission shall be calculated based on the applicable transaction amount in accordance with the calculation methodology established by Sinbadexpress.
3.4. Deduction of Commission
Sinbadexpress is authorized to deduct applicable commissions directly from amounts otherwise payable to the Seller.
4. PRODUCT LISTING FEES
4.1. Free Product Listings
The Seller may list up to 50,000 products on the Platform without paying a product listing fee.
4.2. Listings Exceeding 50,000 Products
If the Seller lists more than 50,000 products, a product listing fee of:
USD 0.01 per product per month
may be charged for products exceeding the applicable free listing threshold, unless otherwise specified by Sinbadexpress.
4.3. Calculation
The applicable listing fee may be calculated based on the number of products exceeding the free listing allowance during the applicable billing period.
4.4. Removal of Listings
Removing a product from the Platform does not necessarily eliminate fees already accrued before the date of removal.
5. SHIPPING AND LOGISTICS FEES
5.1. Seller Responsibility
Shipping and logistics charges applicable to orders shall be determined in accordance with the shipping and logistics terms established by Sinbadexpress and its designated logistics providers.
5.2. Applicable Shipping Rates
Where Sinbadexpress provides or arranges shipping services, the applicable shipping charges may be communicated through the Seller Panel, applicable shipping schedules, or Annex-8 – Shipping and Delivery Rules.
5.3. Additional Services
Additional logistics services, including fulfillment, warehousing, special handling, packaging, returns, or other services, may be subject to separate fees.
6. RETURN AND REFUND-RELATED FEES
6.1. Return Shipping
Where the Seller is responsible for a return under the Agreement or applicable Platform policies, applicable return shipping costs may be charged to the Seller.
6.2. Deduction
Amounts payable by the Seller in connection with returns, refunds, or related logistics services may be deducted from the Seller's available balance or future settlements, to the extent permitted by applicable law.
6.3. Further Rules
Detailed return, refund, and chargeback provisions are set forth in Annex-5 – Return, Refund, and Chargeback Rules.
7. PAYMENT PROCESSING FEES
Payments may be processed through third-party payment service providers selected or approved by Sinbadexpress.
Any payment processing fees applicable to a transaction may be charged to the Seller where disclosed in the applicable commercial terms or otherwise permitted by applicable law.
Third-party payment service providers may impose additional fees or restrictions in accordance with their own terms and conditions.
8. ADVERTISING AND PROMOTIONAL SERVICES
Sellers may purchase optional advertising, promotional, sponsored placement, campaign, or other marketing services offered by Sinbadexpress.
Fees for such services shall be established separately and may be set forth in Annex-6 – Advertising Services Terms or displayed in the Seller Panel before the Seller purchases the applicable service.
Unless expressly stated otherwise, advertising services are separate from the standard Platform Service Commission.
9. FULFILLMENT AND WAREHOUSING SERVICES
Where Sinbadexpress offers fulfillment, warehousing, inventory management, packaging, or related logistics services, such services may be subject to separate fees.
The applicable charges, calculation methods, and payment terms shall be set forth in Annex-7 – Fulfillment (Warehousing and Logistics) Service Terms.
10. TAXES
Unless otherwise required by applicable law, fees stated in this Annex do not include taxes that may be imposed on the applicable services.
The Seller shall be responsible for taxes applicable to its own business activities.
Where required by law, Sinbadexpress may collect, withhold, report, or remit applicable taxes.
11. CHANGES TO FEES
11.1. Sinbadexpress reserves the right to modify its commissions, fees, and commercial terms from time to time.
11.2. Any material change to the applicable commission or fee structure shall be communicated to Sellers within a reasonable period before the effective date, subject to applicable law.
11.3. Continued use of the Platform after the effective date of a fee change shall constitute acceptance of the revised commercial terms, to the extent permitted by applicable law.
12. SETTLEMENT DEDUCTIONS
Sinbadexpress may deduct from amounts payable to the Seller any amounts properly due under the Agreement, including:
- Platform Service Commission;
- Annual Seller Membership Fees;
- Product Listing Fees;
- Shipping and logistics charges;
- Return shipping charges;
- Refund-related amounts;
- Chargebacks;
- Payment processing fees, where applicable;
- Advertising and promotional fees;
- Fulfillment and warehousing fees;
- Taxes or governmental charges where applicable; and
- Other amounts expressly authorized under the Agreement or applicable law.
13. CURRENCY
Unless otherwise specified, fees payable under this Annex are denominated in United States Dollars (USD).
Where a transaction is conducted in another currency, Sinbadexpress may apply an exchange rate and currency conversion methodology determined by Sinbadexpress or the applicable payment service provider.
14. SELLER ACKNOWLEDGMENT
By accepting the Agreement and using the Sinbadexpress Platform, the Seller acknowledges that it has reviewed and accepted the commissions and fees applicable to its membership and transactions.
The Seller further acknowledges that applicable fees may vary depending on the products, services, categories, logistics options, advertising services, fulfillment services, payment methods, and other services selected by the Seller.
15. PRECEDENCE
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
The most recent valid version of this Annex published by Sinbadexpress shall apply from its stated effective date, subject to applicable law and the amendment provisions of the Agreement
ANNEX-2
PAYMENT SCHEDULE AND SETTLEMENT PRINCIPLES
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-2 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the principles governing the calculation, processing, reconciliation, and payment of amounts payable to Sellers in connection with sales completed through the Sinbadexpress Platform.
This Annex shall apply together with the Agreement and the other applicable Annexes and Platform policies.
2. SELLER PAYMENT ACCOUNT
2.1. Payments due to the Seller shall be credited only to the verified bank account registered in the Seller's name.
2.2. The Seller shall ensure that its banking information is accurate, complete, current, and capable of receiving payments.
2.3. Sinbadexpress may require additional verification before making any payment where reasonably necessary for security, fraud prevention, compliance, or legal purposes.
2.4. Sinbadexpress shall not be responsible for payment failures resulting from incorrect, incomplete, outdated, or invalid banking information provided by the Seller
3. CALCULATION OF SELLER SETTLEMENT
The amount payable to the Seller shall generally be calculated by taking the amounts properly attributable to completed transactions and deducting applicable fees, adjustments, refunds, chargebacks, and other amounts permitted under the Agreement.
Such deductions may include:
- Platform Service Commission;
- Product Listing Fees;
- Shipping and logistics charges;
- Return shipping charges;
- Refund amounts;
- Chargebacks;
- Payment processing fees, where applicable;
- Advertising and promotional fees;
- Fulfillment or warehousing fees;
- Taxes or governmental deductions where applicable; and
- Other amounts properly due under the Agreement.
4. COMPLETED TRANSACTIONS
4.1. A transaction shall become eligible for settlement when the applicable conditions established by Sinbadexpress have been satisfied.
4.2. Sinbadexpress may delay settlement where reasonably necessary to account for:
- Returns;
- Refunds;
- Chargebacks;
- Fraud investigations;
- Payment disputes;
- Order disputes;
- Regulatory or legal requirements;
- Seller account reviews; or
- Other legitimate risk-management considerations.
4.3. The existence of a completed payment by a Buyer does not necessarily mean that the corresponding amount is immediately available for withdrawal by the Seller.
5. PAYMENT SCHEDULE
5.1. Seller settlements shall be processed according to the payment schedule established by Sinbadexpress and communicated to the Seller through the Platform or Seller Panel.
5.2. The applicable payment schedule may vary depending on:
- Seller account status;
- Transaction history;
- Product category;
- Return and refund risk;
- Chargeback risk;
- Payment service provider requirements;
- Fraud and security assessments; and
- Applicable legal or regulatory requirements.
5.3. Sinbadexpress may establish different settlement periods for different Sellers or categories where reasonably necessary for risk management, operational requirements, or compliance purposes.
6. PAYMENT HOLDS AND RESERVES
6.1. To the extent permitted by applicable law, Sinbadexpress may temporarily hold or reserve amounts otherwise payable to the Seller where reasonably necessary to:
- Investigate suspected fraud;
- Address chargeback exposure;
- Cover anticipated refunds or returns;
- Comply with legal or regulatory requirements;
- Protect Buyers or the Platform; or
- Address material breaches of the Agreement.
6.2. Any such hold or reserve shall remain in effect only for the period reasonably necessary to address the applicable risk or obligation, subject to applicable law.
6.3. Where reasonably practicable, Sinbadexpress may notify the Seller regarding material payment restrictions or holds.
7. RETURNS AND REFUNDS
7.1. Amounts relating to returned or refunded orders may be deducted from the Seller's current or future settlements.
7.2. Where a refund is issued after the Seller has already received the corresponding settlement amount, Sinbadexpress may recover the applicable amount from:
- The Seller's available balance;
- Future settlements;
- Other amounts payable to the Seller; or
- Other lawful recovery methods.
7.3. Return and refund procedures shall additionally be governed by Annex-5 – Return, Refund, and Chargeback Rules.
8. CHARGEBACKS
8.1. Chargebacks may result in an adjustment or deduction from the Seller's settlement amount.
8.2. The Seller shall provide all information and documentation reasonably requested by Sinbadexpress in connection with a chargeback investigation or dispute.
8.3. Sinbadexpress may temporarily withhold amounts reasonably associated with chargeback exposure pending resolution.
8.4. Detailed chargeback procedures are governed by Annex-5 and the applicable rules of the relevant payment service provider and card network.
9. PAYMENT PROCESSING
9.1. Payments may be processed through one or more third-party payment service providers designated by Sinbadexpress.
9.2. Payment processing may be subject to security checks, fraud prevention procedures, identity verification, transaction monitoring, and other compliance requirements.
9.3. Sinbadexpress may change or add payment service providers at its discretion, subject to applicable law.
9.4. Where a delay is caused by the independent procedures, systems, compliance requirements, or security controls of a payment service provider, Sinbadexpress shall not be responsible for such delay except to the extent caused by Sinbadexpress's own negligence or willful misconduct.
10. MINIMUM PAYMENT THRESHOLD
10.1. Sinbadexpress may establish a minimum payment threshold for Seller settlements.
10.2. If the amount otherwise payable to a Seller is below the applicable minimum threshold, Sinbadexpress may carry the amount forward to the next eligible settlement period.
10.3. Any applicable minimum payment threshold shall be disclosed through the Platform or Seller Panel.
11. NEGATIVE BALANCES
11.1. If deductions, refunds, chargebacks, fees, or other adjustments result in a negative Seller balance, the Seller shall remain responsible for the resulting amount.
11.2. Sinbadexpress may recover a negative balance by deducting the amount from future settlements or by any other lawful method.
11.3. The Seller shall promptly pay any outstanding negative balance when requested by Sinbadexpress, subject to applicable law.
12. SETTLEMENT STATEMENTS
12.1. Sinbadexpress may make transaction and settlement information available to Sellers through the Seller Panel.
12.2. Settlement information may include:
- Gross transaction amount;
- Platform Service Commission;
- Applicable service fees;
- Shipping charges;
- Refunds;
- Chargebacks;
- Adjustments;
- Taxes or withholding amounts, where applicable; and
- Net settlement amount.
12.3. The Seller shall review its settlement statements regularly and promptly notify Sinbadexpress of any apparent error.
13. SETTLEMENT DISPUTES
13.1. A Seller who disputes a settlement calculation shall submit the dispute through the Platform or another method designated by Sinbadexpress.
13.2. The Seller should provide sufficient information and supporting documentation to enable Sinbadexpress to investigate the disputed transaction.
13.3. Sinbadexpress shall review the dispute and may make appropriate corrections where an error is established.
13.4. Failure to raise a dispute within a reasonable period may affect the ability to investigate historical transaction records, subject to applicable law.
14. FRAUD, SECURITY, AND COMPLIANCE HOLDS
Sinbadexpress may delay, restrict, or temporarily suspend a payment where reasonably necessary to investigate:
- Suspected fraud;
- Unauthorized transactions;
- Money laundering concerns;
- Sanctions-related concerns;
- Identity verification issues;
- Unusual transaction activity;
- Payment disputes;
- Chargebacks; or
- Other security or compliance risks.
Any such action shall be taken subject to applicable law.
15. TAX WITHHOLDING AND REPORTING
15.1. Where required by applicable law, Sinbadexpress may withhold amounts from Seller payments and remit such amounts to the appropriate governmental authority.
15.2. The Seller shall provide all tax forms, certifications, identification numbers, and other information reasonably required for tax reporting or withholding purposes.
15.3. The Seller remains responsible for determining and satisfying its own tax obligations except to the extent applicable law requires Sinbadexpress to collect, withhold, or remit taxes.
16. CURRENCY AND CONVERSION
16.1. Unless otherwise specified, Seller settlements shall be denominated in United States Dollars (USD).
16.2. Where transactions are conducted in another currency, currency conversion may be performed by Sinbadexpress or the applicable payment service provider.
16.3. Applicable exchange rates, conversion fees, and related charges may affect the final settlement amount.
17. PAYMENT ERRORS AND CORRECTIONS
17.1. If Sinbadexpress identifies an accounting, technical, processing, or settlement error, it may make a reasonable correction to the Seller's account.
17.2. If an amount has been overpaid to the Seller, Sinbadexpress may recover the overpayment by deducting the amount from future settlements or by another lawful method.
17.3. If an amount has been underpaid due to an error attributable to Sinbadexpress, Sinbadexpress shall make a reasonable adjustment once the error has been verified.
18. TERMINATION AND FINAL SETTLEMENT
18.1. Termination of the Seller Account shall not eliminate amounts owed by either Party that accrued before termination.
18.2. Following termination, Sinbadexpress may complete a final reconciliation of:
- Pending transactions;
- Returns;
- Refunds;
- Chargebacks;
- Fees;
- Adjustments;
- Reserves; and
- Other outstanding obligations.
18.3. Any final amount payable to the Seller shall be processed following completion of the applicable reconciliation, subject to applicable law and the Agreement.
19. NO GUARANTEE OF A PARTICULAR PAYMENT DATE
Unless expressly stated otherwise in writing, the payment schedule communicated by Sinbadexpress constitutes a processing schedule and does not constitute a guarantee that every payment will be completed on a specific calendar date where delays result from circumstances beyond Sinbadexpress's reasonable control or from legally required reviews.
20. AMENDMENTS TO PAYMENT TERMS
Sinbadexpress may amend the payment schedule and settlement procedures where reasonably necessary due to:
- Changes in applicable law;
- Payment service provider requirements;
- Fraud or security risks;
- Operational requirements;
- Changes to the Platform; or
- Other legitimate business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
21. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- Seller settlements are subject to applicable deductions and adjustments;
- Payments may be delayed where reasonably necessary for security, fraud prevention, returns, chargebacks, compliance, or legal purposes;
- The Seller is responsible for maintaining accurate banking and tax information;
- Settlement information may be provided electronically through the Seller Panel; and
- The Seller remains responsible for amounts owed to Sinbadexpress even after termination of the Seller Account.
22. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-3
PROHIBITED AND RESTRICTED PRODUCTS LIST
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-3 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the categories of products and services that may not be listed, offered, advertised, distributed, or sold through the Sinbadexpress Platform.
The purpose of this Annex is to protect Buyers, Sellers, Sinbadexpress, payment service providers, logistics providers, and other Platform participants and to promote compliance with applicable laws, regulations, safety requirements, and Platform policies.
2. PROHIBITED PRODUCTS
Unless expressly permitted in writing by Sinbadexpress and applicable law, the following products and activities are prohibited on the Platform.
2.1. Illegal Goods
The following are prohibited:
- Products whose possession, sale, distribution, importation, or use is unlawful;
- Stolen goods;
- Goods obtained through unlawful means;
- Goods intended to facilitate criminal activity;
- Products specifically prohibited by federal, state, or local law; and
- Services involving unlawful activities.
2.2. Controlled Substances and Illegal Drugs
The following are prohibited:
- Illegal narcotics;
- Controlled substances offered without required authorization;
- Recreational drugs prohibited by applicable law;
- Drug paraphernalia where prohibited by applicable law;
- Products intended primarily to facilitate illegal drug use; and
- Substances prohibited by applicable federal or state law.
2.3. Weapons and Explosives
Unless expressly authorized under a separate Sinbadexpress policy and applicable law, the following are prohibited:
- Firearms;
- Ammunition;
- Explosives;
- Bombs;
- Grenades;
- Unlawful weapons;
- Illegal weapon components;
- Improvised weapons;
- Weapons designed primarily for unlawful purposes; and
- Other weapons or weapon-related products prohibited by applicable law.
2.4. Hazardous and Dangerous Materials
The following may not be listed or sold where prohibited or restricted by applicable law:
- Explosive substances;
- Highly toxic substances;
- Certain corrosive substances;
- Radioactive materials;
- Biological hazardous materials;
- Dangerous chemicals;
- Illegal pesticides;
- Materials requiring specialized governmental authorization that the Seller does not possess; and
- Other hazardous materials that cannot legally be transported or sold through the Platform.
2.5. Counterfeit and Unauthorized Products
Strictly prohibited products include:
- Counterfeit goods;
- Fake branded products;
- Unauthorized replicas;
- Products bearing trademarks without authorization;
- Products falsely represented as genuine;
- Unauthorized copies of branded products; and
- Products intended to deceive consumers regarding their origin, authenticity, or manufacturer.
2.6. Stolen or Illegally Obtained Property
Sellers may not list:
- Stolen merchandise;
- Property known or reasonably suspected to have been stolen;
- Illegally obtained goods;
- Goods subject to unlawful possession claims; or
- Property that the Seller has no lawful right to sell.
2.7. Products Infringing Intellectual Property Rights
Products or content that infringe or misappropriate third-party rights are prohibited, including:
- Copyright-infringing products;
- Trademark-infringing products;
- Patent-infringing products;
- Industrial design infringements;
- Unauthorized use of copyrighted images, videos, music, or text;
- Unauthorized software copies;
- Pirated digital content; and
- Other products or content that violate applicable intellectual property rights.
2.8. Pirated Digital Content and Software
The following are prohibited:
- Pirated software;
- Unauthorized software licenses or activation keys;
- Unauthorized copies of games;
- Pirated movies or television programs;
- Unauthorized music recordings;
- Unauthorized digital books;
- Stolen digital accounts;
- Unauthorized access credentials; and
- Other illegally copied or distributed digital content.
2.9. Fraudulent and Deceptive Products
The following are prohibited:
- Products with intentionally false descriptions;
- Products marketed using fraudulent claims;
- Fake certificates or compliance documents;
- Fake warranties;
- Fake invoices or receipts;
- Products falsely represented as official or authorized;
- Fraudulent investment or financial products; and
- Products designed primarily to facilitate fraud or deception.
2.10. Dangerous or Unsafe Products
Products presenting an unreasonable risk of injury, death, property damage, or consumer harm may not be listed.
This includes products that:
- Have been subject to an applicable recall;
- Fail applicable mandatory safety requirements;
- Lack legally required warnings;
- Contain undisclosed dangerous defects;
- Are materially different from their advertised condition; or
- Are otherwise determined to present a significant safety risk.
3. RESTRICTED PRODUCTS
Certain products may be permitted only when the Seller satisfies additional requirements established by Sinbadexpress and applicable law.
3.1. Alcoholic Beverages
Alcoholic beverages may be restricted or prohibited depending on:
- Applicable federal law;
- State law;
- Local law;
- Seller licensing requirements;
- Shipping restrictions;
- Age-verification requirements; and
- Payment service provider requirements.
No Seller may offer alcoholic beverages unless Sinbadexpress has expressly authorized the applicable category and the Seller satisfies all applicable legal requirements.
3.2. Tobacco and Nicotine Products
Tobacco and nicotine products may be restricted or prohibited, including:
- Cigarettes;
- Cigars;
- Tobacco;
- E-cigarettes;
- Vaping products;
- Nicotine products; and
- Related products.
Sale is permitted only where expressly authorized by Sinbadexpress and legally permitted in the applicable jurisdiction.
3.3. Dietary Supplements
Dietary supplements may be listed only when they comply with applicable labeling, advertising, safety, and regulatory requirements.
Sellers shall not make false, misleading, unsubstantiated, or prohibited medical or health claims.
3.4. Cosmetics and Personal Care Products
Cosmetics and personal care products must comply with all applicable safety, labeling, ingredient, and consumer protection requirements.
Products containing prohibited or restricted substances may not be listed.
3.5. Medical Devices
Medical devices may require additional documentation or authorization.
Sellers may be required to provide:
- Applicable registration information;
- Product certifications;
- Manufacturer information;
- Compliance documentation;
- Safety information; and
- Other documentation reasonably requested by Sinbadexpress.
3.6. Prescription and Regulated Medicines
Prescription medicines and other regulated medicines may not be listed unless expressly authorized by Sinbadexpress and permitted by applicable law.
Sellers may be required to demonstrate appropriate licensing and regulatory authorization.
3.7. Food and Beverages
Food and beverage products may be listed only when compliant with applicable food safety, labeling, packaging, storage, transportation, and expiration-date requirements.
The Seller shall be responsible for ensuring that food products are safe and legally marketable.
3.8. Children's Products and Toys
Children's products and toys must comply with applicable safety requirements.
Where required, Sellers shall maintain and provide appropriate testing, certification, labeling, and compliance documentation.
3.9. Automotive Products and Parts
Automotive products and parts may be subject to additional safety or regulatory requirements.Products that are illegal, recalled, unsafe, counterfeit, or not suitable for lawful use may not be listed.
3.10. Batteries and Dangerous Goods
Products containing batteries or other potentially hazardous components may be subject to special packaging, labeling, transportation, and shipping requirements.
The Seller shall comply with all applicable transportation and hazardous-material requirements.
3.11. Plants, Seeds, Animals, and Animal Products
The sale or shipment of plants, seeds, live animals, animal products, or related goods may be restricted depending on applicable federal, state, local, import, export, agricultural, wildlife, and transportation requirements.
Such products may require prior written authorization from Sinbadexpress.
3.12. Precious Metals, Jewelry, and Gemstones
Products involving precious metals, gemstones, diamonds, or other high-value materials may be subject to additional verification requirements.
Sinbadexpress may require documentation concerning:
- Authenticity;
- Origin;
- Ownership;
- Material composition;
- Valuation; and
- Applicable legal compliance.
3.13. Financial and Payment Products
The following may be restricted or prohibited unless expressly authorized:
- Financial instruments;
- Securities;
- Unauthorized payment instruments;
- Stored-value products;
- Unauthorized prepaid products;
- Cryptocurrency-related products or services;
- Money transmission services; and
- Other regulated financial products or services.
3.14. Gift Cards and Stored-Value Products
Gift cards, vouchers, prepaid products, and stored-value products may be subject to additional requirements.
Sinbadexpress may impose limits on:
- Product value;
- Seller verification;
- Redemption mechanisms;
- Refund procedures;
- Fraud controls; and
- Applicable jurisdictions.
3.15. Digital Accounts and Access Credentials
The sale, transfer, or unauthorized distribution of:
- Online accounts;
- Usernames and passwords;
- Stolen credentials;
- Hacked accounts;
- Authentication codes;
- Access tokens; or
- Unauthorized access to digital services is prohibited.
4. PROHIBITED SERVICES
Sellers may not use the Platform to offer services involving:
- Illegal activities;
- Fraud;
- Money laundering;
- Unauthorized financial services;
- Sale of controlled substances;
- Sale of illegal weapons;
- Intellectual property infringement;
- Identity theft;
- Hacking or unauthorized access;
- Sexual exploitation;
- Human trafficking;
- Terrorist financing;
- Sanctions violations; or
- Other unlawful activities.
5. AGE-RESTRICTED PRODUCTS
Products subject to age restrictions may be listed only where:
- Sinbadexpress expressly permits the applicable product category;
- The Seller complies with all applicable age-verification requirements;
- Applicable shipping restrictions are satisfied; and
- The transaction complies with all applicable federal, state, and local laws.
Sinbadexpress may prohibit an age-restricted product category regardless of whether the sale is legally permitted in a particular jurisdiction.
6. RECALLS AND SAFETY ALERTS
A Seller shall immediately notify Sinbadexpress if any listed product:
- Becomes subject to a recall;
- Becomes subject to a government safety warning;
- Is determined to present a serious safety risk;
- Becomes prohibited by law; or
- Becomes subject to an investigation by a competent authority.
Sinbadexpress may immediately suspend or remove affected listings.
7. SELLER RESPONSIBILITY
The Seller is solely responsible for determining whether a product may lawfully be:
- Manufactured;
- Imported;
- Exported;
- Advertised;
- Listed;
- Sold;
- Delivered; or
- Returned
in the applicable jurisdiction.
Listing a product on Sinbadexpress does not constitute a determination that the product is legally compliant.
8. PLATFORM REVIEW AND ENFORCEMENT
Sinbadexpress may, at its discretion and subject to applicable law:
- Reject a product listing;
- Remove a product listing;
- Restrict product visibility;
- Request additional documentation;
- Require proof of authenticity;
- Require safety or compliance documentation;
- Suspend a transaction;
- Restrict Seller privileges;
- Suspend the Seller Account; or
- Terminate the Seller's membership.
Such actions may be taken where Sinbadexpress reasonably believes that a product may violate this Annex, applicable law, Platform policies, or consumer safety requirements.
9. DOCUMENTATION REQUIREMENTS
Sinbadexpress may request documentation including:
- Manufacturer invoices;
- Purchase invoices;
- Certificates of authenticity;
- Product certifications;
- Laboratory test reports;
- Safety documentation;
- Regulatory registrations;
- Import documentation;
- Export documentation;
- Licenses and permits;
- Distributor authorization;
- Brand authorization; and
- Other documents reasonably necessary to verify compliance.
Failure to provide requested documentation may result in removal of the relevant listing or restriction of the Seller Account.
10. UPDATES TO THIS ANNEX
Sinbadexpress may update this Annex from time to time to reflect:
- Changes in applicable law;
- Government regulations;
- Product safety requirements;
- Payment service provider requirements;
- Logistics restrictions;
- Changes in Platform risk policies;
- Consumer protection requirements; or
- Other legitimate operational or security considerations.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
11. NO EXHAUSTIVE LIST
The categories and examples contained in this Annex are not intended to constitute an exhaustive list of all prohibited or restricted products.
Sinbadexpress may restrict or prohibit additional products where reasonably necessary to comply with applicable law, protect consumers, manage Platform risk, or maintain the security and integrity of the Platform.
12. CONFLICT WITH APPLICABLE LAW
Nothing in this Annex shall be interpreted as authorizing the sale of any product or service that is prohibited by applicable law.
Where applicable law imposes a stricter requirement than this Annex, the stricter legal requirement shall apply.
13. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- The Seller is responsible for ensuring that all products and services comply with applicable law;
- Sinbadexpress may remove or restrict products that violate this Annex or create legal, safety, security, or reputational risks;
- Sinbadexpress may request documentation concerning products and their lawful origin;
- The Seller shall cooperate with product safety, recall, compliance, and investigation procedures; and
- Failure to comply with this Annex may result in corrective measures, suspension, or termination under the Agreement.
14. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-4
SELLER PERFORMANCE STANDARDS
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-4 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the minimum performance standards applicable to Sellers operating on the Sinbadexpress Platform.
The purpose of these standards is to maintain reliable order fulfillment, timely delivery, product quality, customer satisfaction, and overall Platform integrity.
2. GENERAL SELLER PERFORMANCE OBLIGATIONS
The Seller shall:
- Process orders accurately and within the applicable processing period;
- Ship orders within the required time;
- Maintain sufficient inventory;
- Provide accurate product information;
- Ship products that correspond to the Buyer's order;
- Use appropriate packaging;
- Provide valid tracking information where required;
- Respond to customer inquiries within a reasonable period;
- Handle returns and refunds in accordance with the Agreement;
- Maintain acceptable cancellation and return rates;
- Comply with all Platform policies; and
- Maintain all legally required product, business, and safety standards.
3. PERFORMANCE METRICS
Sinbadexpress may evaluate Seller performance using one or more of the following metrics:
3.1. Order Fulfillment Rate
The percentage of accepted orders that are successfully fulfilled by the Seller.
The Seller should maintain a consistently high fulfillment rate and avoid cancellations caused by inadequate inventory or operational failures.
3.2. On-Time Shipment Rate
The percentage of orders shipped within the applicable handling or processing period.
Sellers are expected to ship orders within the processing time communicated through the Platform.
3.3. Order Cancellation Rate
The percentage of orders cancelled by the Seller after acceptance.
Repeated cancellations resulting from inventory shortages, inaccurate inventory information, pricing errors, or operational failures may negatively affect Seller performance.
3.4. Late Delivery Rate
The frequency of orders delivered after the applicable estimated or required delivery period.
Where delays are caused by circumstances outside the Seller's reasonable control, Sinbadexpress may take such circumstances into consideration.
3.5. Return Rate
The percentage of completed orders that are returned.
A high return rate may result in additional review where it indicates recurring problems involving product quality, product descriptions, sizing, packaging, or Seller practices.
3.6. Chargeback Rate
The frequency of transactions resulting in chargebacks.
A high or unusual chargeback rate may result in additional verification, payment holds, account restrictions, or other risk-management measures.
3.7. Customer Complaints
Sinbadexpress may consider the frequency, nature, severity, and validity of customer complaints when evaluating Seller performance.
3.8. Policy Violations
Violations of the Agreement, Platform policies, product safety requirements, intellectual property policies, or other applicable rules may negatively affect Seller performance status.
3.9. Product Safety Records
Product safety incidents, recalls, regulatory actions, or repeated safety-related complaints may result in enhanced review or enforcement action.
4. INVENTORY ACCURACY
4.1. The Seller shall maintain accurate inventory information for every product listed on the Platform.
4.2. Products that are unavailable for immediate fulfillment should not remain available for purchase.
4.3. Repeated cancellations resulting from inaccurate inventory information may result in corrective measures.
4.4. Sinbadexpress may temporarily restrict product visibility where inventory information appears materially inaccurate.
5. ORDER PROCESSING
5.1. The Seller shall process accepted orders promptly.
5.2. The Seller shall ensure that each order contains:
- The correct product;
- The correct quantity;
- The correct product variant;
- Appropriate packaging; and
- Any required documentation or accessories.
5.3. The Seller shall not intentionally delay the processing or shipment of orders.
6. SHIPPING PERFORMANCE
6.1. The Seller shall ship orders using shipping methods supported or approved by Sinbadexpress.
6.2. The Seller shall provide valid tracking information where required.
6.3. The Seller shall ensure that shipment information accurately reflects the actual shipment status.
6.4. The Seller shall promptly notify Sinbadexpress where an operational issue is reasonably expected to cause a material delivery delay.
7. PRODUCT ACCURACY
The product delivered to the Buyer must correspond materially to the product advertised on the Platform.
The Seller shall ensure that:
- The product matches the listing;
- The selected variant is correct;
- The quantity is correct;
- Product specifications are accurate;
- Images reasonably represent the product; and
- Any required warnings or instructions are provided.
Repeated complaints concerning materially inaccurate listings may result in corrective measures.
8. PRODUCT QUALITY
8.1. Products must be new unless the applicable product category has been expressly authorized otherwise by Sinbadexpress.
8.2. Products shall be free from material defects and damage at the time of shipment.
8.3. The Seller shall use packaging appropriate for the nature of the product and the applicable shipping method.
8.4. Products that repeatedly arrive damaged may result in additional review of the Seller's packaging and fulfillment practices.
9. CUSTOMER SERVICE STANDARDS
9.1. The Seller shall communicate with Buyers in a professional, respectful, and lawful manner.
9.2. The Seller shall respond to customer inquiries within the response period established by Sinbadexpress.
9.3. The Seller shall cooperate with:
- Return requests;
- Refund requests;
- Warranty claims;
- Delivery issues;
- Product complaints; and
- Other legitimate customer-service matters.
9.4. The Seller shall not threaten, harass, deceive, discriminate against, or otherwise abuse Buyers.
10. RETURNS AND REFUNDS
The Seller shall comply with the return and refund requirements established in:
- The Agreement;
- Annex-5;
- Applicable Platform policies; and
- Applicable law.
Failure to properly process legitimate returns or refunds may negatively affect Seller performance.
11. SELLER RATINGS AND FEEDBACK
Where the Platform provides Seller ratings, reviews, feedback, or other customer evaluation mechanisms, Sinbadexpress may consider such information when evaluating Seller performance.
Ratings and reviews may be considered together with other objective performance indicators and shall not necessarily constitute the sole basis for enforcement action.
12. PERFORMANCE MONITORING
12.1. Sinbadexpress may monitor Seller performance on an ongoing basis.
12.2. Performance may be evaluated:
- Periodically;
- Following customer complaints;
- Following safety incidents;
- Following unusual transaction activity;
- Following significant increases in returns or cancellations; or
- Whenever reasonably necessary to protect the Platform and its users.
12.3. Sinbadexpress may use automated systems, statistical analysis, internal reviews, and other reasonable methods to evaluate performance.
13. PERFORMANCE LEVELS
Sinbadexpress may classify Seller performance into different internal performance levels based on applicable metrics.
Such levels may include, for example:
- Satisfactory;
- Needs Improvement;
- At Risk; and
- Restricted.
The specific thresholds and classifications may be established by Sinbadexpress and communicated through the Seller Panel or applicable Platform policies.
14. PERFORMANCE WARNINGS
Where a Seller's performance materially falls below applicable standards, Sinbadexpress may issue a performance warning.
A warning may identify:
- The relevant performance issue;
- The applicable metric;
- The required corrective action;
- The period available for improvement; and
- Potential consequences of continued underperformance.
15. CORRECTIVE ACTIONS
Depending on the severity and frequency of the performance issue, Sinbadexpress may take one or more of the following actions:
- Issue a warning;
- Request an improvement plan;
- Require additional information or documentation;
- Require the Seller to correct product listings;
- Temporarily limit product visibility;
- Limit certain selling privileges;
- Restrict new product listings;
- Suspend selected products;
- Suspend the Seller Account; or
- Terminate the Agreement.
Any enforcement action shall be subject to the Agreement and applicable law.
16. PERFORMANCE IMPROVEMENT PLAN
Sinbadexpress may require a Seller to submit a Performance Improvement Plan (“PIP”) where performance deficiencies are material or recurring.
The PIP may require the Seller to:
- Identify the cause of the performance issue;
- Describe corrective measures;
- Establish operational improvements;
- Provide supporting documentation; and
- Demonstrate sustained improvement.
17. SERIOUS PERFORMANCE VIOLATIONS
The following may be treated as serious performance violations:
- Repeated failure to fulfill orders;
- Systematic shipment delays;
- Repeated shipment of incorrect products;
- Repeated shipment of materially defective products;
- Systematic manipulation of inventory information;
- Excessive chargebacks;
- Fraudulent customer-service practices;
- Repeated violation of Platform policies;
- Serious product safety failures; or
- Conduct that materially threatens the integrity or reputation of the Platform.
Serious violations may result in immediate restriction, suspension, or termination where permitted by the Agreement and applicable law.
18. EXTERNAL CIRCUMSTANCES
Sinbadexpress may consider circumstances outside the Seller's reasonable control when evaluating performance, including:
- Natural disasters;
- Major transportation disruptions;
- Widespread carrier failures;
- Government actions;
- Major infrastructure failures;
- Widespread Internet outages; or
- Other extraordinary circumstances.
The Seller should provide reasonable evidence where such circumstances materially affect its performance.
19. SELLER PERFORMANCE REVIEW
19.1. The Seller may request a review of a performance action where the Seller reasonably believes that the relevant information is inaccurate.
19.2. The Seller shall provide supporting information or documentation reasonably necessary for the review.
19.3. Sinbadexpress may correct a performance determination where an error is established.
20. NO GUARANTEE OF SPECIFIC PERFORMANCE LEVEL
Sinbadexpress does not guarantee that a Seller will receive a particular search ranking, product visibility, sales volume, customer rating, or level of Platform exposure as a result of meeting the performance standards.
21. CHANGES TO PERFORMANCE STANDARDS
Sinbadexpress may modify performance standards from time to time to reflect:
- Changes in customer expectations;
- Operational requirements;
- Product safety requirements;
- Changes in applicable law;
- Changes in logistics services;
- Fraud and security risks;
- Platform development; or
- Other legitimate business requirements.
Material changes shall be communicated within a reasonable period before becoming effective, subject to applicable law.
22. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- Seller performance is an important component of the Sinbadexpress marketplace;
- Performance may be evaluated using multiple objective and operational indicators;
- Poor performance may result in corrective measures;
- Serious or repeated violations may result in suspension or termination; and
- Meeting performance standards does not guarantee any particular level of sales, visibility, ranking, or revenue.
23. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-5
RETURN, REFUND, AND CHARGEBACK RULES
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-5 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the rules and procedures governing product returns, refunds, order disputes, payment disputes, and chargebacks arising from transactions conducted through the Sinbadexpress Platform.
The Seller shall comply with this Annex, the Agreement, applicable Platform policies, payment service provider requirements, and applicable law.
2. GENERAL RETURN PRINCIPLES
2.1. The Seller acknowledges that Buyers may have rights to return products or obtain refunds under applicable federal, state, or local law and applicable Platform policies.
2.2. The Seller shall cooperate in good faith with legitimate return and refund requests.
2.3. Nothing in this Annex shall be interpreted as limiting any mandatory consumer rights provided by applicable law.
2.4. Sinbadexpress may establish additional return procedures or requirements for particular product categories.
3. SELLER RETURN RESPONSIBILITIES
The Seller shall be responsible for returns arising from circumstances attributable to the Seller, including:
- Shipment of an incorrect product;
- Shipment of an incorrect quantity;
- Product materially different from the listing;
- Defective or damaged products;
- Missing components or accessories;
- Misleading product descriptions;
- Failure to comply with applicable product specifications;
- Shipment of counterfeit or unauthorized products; or
- Other Seller-related reasons established under the Agreement or applicable law.
4. PRODUCTS DAMAGED DURING DELIVERY
4.1. Where a product is damaged during transportation, responsibility shall be determined based on the applicable shipping arrangement, carrier terms, insurance coverage, and applicable law.
4.2. The Seller shall reasonably cooperate with Sinbadexpress and the applicable logistics provider in investigating transportation-related damage claims.
4.3. The Seller may be required to provide:
- Photographs of the product;
- Photographs of the packaging;
- Shipment records;
- Tracking information;
- Proof of shipment;
- Other evidence reasonably requested.
5. RETURN REQUESTS
5.1. A Buyer may submit a return request through the Platform or another method designated by Sinbadexpress.
5.2. Sinbadexpress may review the request and determine the appropriate procedure in accordance with applicable law and Platform policies.
5.3. The Seller shall respond to return requests within the period established by Sinbadexpress.
5.4. Failure to respond within the applicable period may result in the return request being processed based on the available information, subject to applicable law.
6. RETURN AUTHORIZATION
Where required, Sinbadexpress may issue a return authorization or return instructions to the Buyer.
The Seller shall comply with applicable return instructions communicated through the Platform.
Sinbadexpress may determine whether a return is authorized based on:
- Applicable law;
- Product condition;
- Reason for return;
- Seller responsibility;
- Customer evidence;
- Shipping records;
- Product category; and
- Other relevant circumstances.
7. RETURN SHIPPING COSTS
7.1. Where the return results from an error, defect, non-conformity, or other circumstance attributable to the Seller, the applicable return shipping costs may be charged to the Seller.
7.2. Where the Buyer is responsible for the return shipping cost under applicable law or Platform policy, the applicable cost may be charged to the Buyer.
7.3. Where responsibility cannot reasonably be determined, Sinbadexpress may allocate the applicable cost in accordance with its policies and applicable law.
8. RETURN CONDITION
Returned products should, where applicable, be returned:
- In the condition required by applicable law;
- With the applicable accessories;
- With original components;
- With required documentation; and
- In appropriate packaging.
Nothing in this provision shall restrict any mandatory consumer return rights under applicable law.
9. INSPECTION OF RETURNED PRODUCTS
9.1. Sinbadexpress or the Seller may inspect returned products where reasonably necessary to determine the appropriate refund or dispute outcome.
9.2. The inspection may consider:
- Product condition;
- Signs of use;
- Damage;
- Missing components;
- Product authenticity;
- Serial numbers;
- Product specifications; and
- Other relevant information.
9.3. The Seller shall cooperate with reasonable inspection and evidence requests.
10. REFUNDS
10.1. A refund may be issued where required by applicable law, Platform policy, or the circumstances of the transaction.
10.2. Refunds may include, where applicable:
- Product purchase price;
- Applicable taxes;
- Shipping charges;
- Other amounts required by applicable law or Platform policy.
10.3. The amount and scope of any refund shall be determined in accordance with applicable law and the circumstances of the transaction.
11. PARTIAL REFUNDS
Where appropriate and permitted by applicable law, a partial refund may be issued instead of a full refund.
A partial refund may be appropriate where:
- A product has a minor defect;
- A component is missing;
- A product is materially usable but differs from the listing;
- The Buyer agrees to retain the product; or
- Another circumstance reasonably supports a partial refund.
12. REFUND PROCESSING
12.1. Refunds may be processed through the payment service provider originally used for the transaction or another payment method designated by Sinbadexpress.
12.2. Processing times may depend on the payment service provider, card network, bank, or other financial institution.
12.3. Sinbadexpress shall not be responsible for delays caused solely by third-party payment processing systems, except to the extent required by applicable law.
13. SELLER FUNDING OF REFUNDS
13.1. Where a refund is attributable to the Seller, the applicable amount may be deducted from:
- The Seller's available balance;
- Current settlements;
- Future settlements; or
- Other amounts payable to the Seller.
13.2. If the Seller's balance is insufficient, the Seller shall remain responsible for the outstanding amount.
14. REFUNDS AFTER SELLER PAYMENT
If the Seller has already received settlement for an order that is subsequently refunded, Sinbadexpress may recover the applicable amount through a deduction from future settlements or another lawful recovery method.
15. BUYER NON-RECEIPT CLAIMS
Where a Buyer claims that an order was not received, Sinbadexpress may review:
- Tracking information;
- Carrier records;
- Delivery confirmation;
- Proof of delivery;
- Seller shipment records;
- Buyer communications; and
- Other relevant evidence.
The Seller shall provide requested shipping evidence within the applicable response period.
16. WRONG ITEM OR MISSING ITEM
Where the Seller ships:
- The wrong product;
- The wrong size;
- The wrong model;
- The wrong quantity; or
- An order missing required components,
the Seller may be required to provide a replacement, refund, or other appropriate remedy in accordance with applicable law and Platform policy.
17. DEFECTIVE OR NON-CONFORMING PRODUCTS
If a product is defective or materially fails to conform to its listing, specifications, or applicable requirements, Sinbadexpress may require the Seller to provide an appropriate remedy.
Such remedy may include:
- Replacement;
- Repair where legally appropriate;
- Full refund;
- Partial refund; or
- Another legally permissible remedy.
18. RETURN ABUSE AND FRAUD
Sinbadexpress may investigate suspected return abuse or fraudulent refund activity.
Examples may include:
- Repeated false return claims;
- Return of materially different products;
- Return of counterfeit products;
- Manipulation of tracking information;
- Fraudulent claims of non-delivery;
- Abuse of refund procedures; or
- Other deceptive conduct.
Where permitted by applicable law, Sinbadexpress may restrict or deny fraudulent claims and take appropriate account-level measures.
19. CHARGEBACKS
19.1. A chargeback occurs when a cardholder disputes a transaction through the cardholder's issuing bank or other financial institution and the transaction amount is reversed or placed into dispute.
19.2. Chargebacks shall be handled in accordance with:
- Applicable card-network rules;
- Payment service provider rules;
- Applicable law;
- The Agreement; and
- This Annex.
20. SELLER CHARGEBACK RESPONSIBILITIES
Upon receiving a chargeback request, the Seller shall provide all reasonably requested information and documentation, which may include:
- Order information;
- Product description;
- Proof of shipment;
- Tracking information;
- Proof of delivery;
- Customer communications;
- Return information;
- Refund information; and
- Other transaction records.
21. CHARGEBACK RESPONSE PERIOD
21.1. The Seller shall provide requested documentation within the deadline communicated by Sinbadexpress.
21.2. The applicable deadline may be shorter than the period stated in this Annex where required by the relevant payment service provider or card network.
21.3. Failure to provide sufficient evidence within the applicable deadline may adversely affect the ability to contest the chargeback.
22. CHARGEBACK DEDUCTIONS
Where a chargeback results in a financial loss attributable to the Seller, the applicable amount may be deducted from:
- The Seller's available balance;
- Current settlements;
- Future settlements; or
- Other amounts legally recoverable from the Seller.
23. PAYMENT HOLDS RELATED TO CHARGEBACKS
Sinbadexpress may temporarily hold amounts reasonably associated with actual or anticipated chargeback exposure, subject to applicable law and the Agreement.
Such measures may be applied where there is:
- An unusually high chargeback rate;
- A material increase in disputes;
- Evidence of fraudulent activity; or
- Other reasonable risk indicators.
24. DISPUTE RESOLUTION BETWEEN BUYER AND SELLER
Where a transaction dispute arises, Sinbadexpress may facilitate or administer the dispute-resolution process through the Platform.
Sinbadexpress may consider:
- The Buyer's evidence;
- The Seller's evidence;
- Order records;
- Communication records;
- Shipping records;
- Product information;
- Return records;
- Payment records; and
- Applicable law and Platform policies.
25. PLATFORM DECISIONS
To the extent permitted by applicable law, Sinbadexpress may make a reasonable determination concerning a return, refund, or transaction dispute based on the available evidence.
Any such determination shall not relieve either Party from rights or obligations that cannot legally be waived.
26. FRAUD AND SECURITY INVESTIGATIONS
Sinbadexpress may investigate transactions involving suspected:
- Payment fraud;
- Identity theft;
- Unauthorized card use;
- Return fraud;
- Refund abuse;
- Account takeover;
- False delivery claims; or
- Other unlawful or abusive activity.
During an investigation, Sinbadexpress may temporarily restrict transactions, payments, or account functionality where reasonably necessary.
27. PRODUCT RECALLS AND SAFETY-RELATED REFUNDS
Where a product is subject to a recall, safety warning, governmental action, or other significant safety concern, Sinbadexpress may require the Seller to:
- Stop selling the product;
- Remove the listing;
- Contact affected Buyers where appropriate;
- Accept returns;
- Provide refunds or other legally required remedies; and
- Cooperate with the applicable recall process.
28. SELLER RECORD-KEEPING
The Seller shall maintain adequate records relating to transactions, shipments, returns, refunds, warranties, and customer communications for the period required by applicable law and Platform policies.
Such records shall be made available to Sinbadexpress where reasonably necessary to investigate a transaction dispute or legal compliance matter.
29. EXCLUSIONS AND LIMITATIONS
Nothing in this Annex shall:
- Exclude any consumer right that cannot legally be excluded;
- Prevent a Buyer from exercising a statutory right;
- Prevent a Seller from exercising a legal right;
- Override mandatory payment-network rules; or
- Override applicable federal, state, or local law.
30. AMENDMENTS
Sinbadexpress may amend this Annex where reasonably necessary due to:
- Changes in applicable law;
- Payment service provider requirements;
- Card-network rules;
- Consumer protection requirements;
- Changes in Platform operations;
- Fraud and security risks; or
- Other legitimate business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
31. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- Legitimate returns and refunds shall be handled in accordance with applicable law and Platform policies;
- The Seller may be financially responsible for returns, refunds, and chargebacks attributable to the Seller;
- Sinbadexpress may deduct amounts properly owed from Seller settlements;
- The Seller must cooperate with chargeback and dispute investigations;
- The Seller must maintain adequate transaction and shipping records; and
- Fraudulent or abusive return, refund, or chargeback practices may result in account restrictions or termination.
32. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-6
ADVERTISING SERVICES TERMS
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-6 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the terms and conditions governing advertising, promotional, sponsored placement, marketing, and other paid promotional services made available to Sellers through the Sinbadexpress Platform.
Advertising Services may be offered through the Platform website, mobile applications, Seller Panel, search results, category pages, promotional areas, email communications, notifications, and other digital channels operated or controlled by Sinbadexpress.
2. ADVERTISING SERVICES
Sinbadexpress may offer Sellers various advertising and promotional services, including but not limited to:
- Sponsored product placements;
- Sponsored search results;
- Featured product placements;
- Category-page promotions;
- Homepage promotional placements;
- Banner advertising;
- Promotional campaigns;
- Seller or brand promotions;
- Product recommendation placements;
- Email marketing placements;
- Push notification promotions;
- Special event campaigns;
- Seasonal campaigns;
- Brand advertising; and
- Other promotional services introduced by Sinbadexpress.
The availability of any particular advertising service is subject to Platform capacity, technical requirements, applicable policies, and commercial availability.
3. ELIGIBILITY
3.1. Only Sellers with an active and compliant Seller Account may purchase or participate in Advertising Services unless otherwise authorized by Sinbadexpress.
3.2. Sinbadexpress may restrict access to Advertising Services where the Seller:
- Has an account suspension;
- Has material policy violations;
- Has unresolved payment obligations;
- Lists prohibited or restricted products;
- Has unresolved intellectual property concerns;
- Presents a material security or fraud risk; or
- Otherwise fails to satisfy applicable eligibility requirements.
4. ADVERTISING CONTENT
4.1. The Seller shall be solely responsible for the accuracy, legality, and compliance of all advertising content submitted to Sinbadexpress.
4.2. Advertising content may include:
- Text;
- Product names;
- Product descriptions;
- Images;
- Videos;
- Logos;
- Brand names;
- Promotional claims;
- Prices;
- Discounts;
- Promotional codes; and
- Other materials supplied by the Seller.
4.3. The Seller represents and warrants that it has all rights, licenses, permissions, and authorizations necessary to use and submit such content.
5. ADVERTISING CONTENT REQUIREMENTS
Advertising content shall:
- Be truthful and accurate;
- Not be misleading or deceptive;
- Comply with applicable advertising and consumer protection laws;
- Accurately represent the advertised product or service;
- Not contain false discounts or misleading promotional claims;
- Not infringe third-party intellectual property rights;
- Not contain unlawful or prohibited content; and
- Comply with applicable Sinbadexpress advertising policies.
6. PROHIBITED ADVERTISING CONTENT
Sinbadexpress may reject or remove advertising content involving:
- Prohibited products;
- Unlawful products or services;
- Counterfeit products;
- Intellectual property infringement;
- Fraudulent claims;
- Misleading pricing;
- False health or medical claims;
- Unauthorized financial products or services;
- Content violating applicable advertising laws;
- Content that creates a material security or reputational risk; or
- Any other content prohibited by Sinbadexpress policies.
7. ADVERTISING CAMPAIGN CREATION
7.1. Advertising campaigns may be created through the Seller Panel or another method designated by Sinbadexpress.
7.2. Depending on the advertising service, the Seller may select:
- Products;
- Target categories;
- Advertising budget;
- Campaign duration;
- Placement;
- Promotional objectives;
- Keywords or search terms;
- Geographic targeting where available; and
- Other campaign parameters.
7.3. Sinbadexpress may review campaign settings before an advertisement becomes publicly available.
8. ADVERTISING BUDGET
8.1. Where applicable, the Seller shall establish an advertising budget before launching a campaign.
8.2. The available budget may be used according to the pricing model applicable to the selected Advertising Service.
8.3. Sinbadexpress may establish minimum or maximum campaign budgets.
8.4. The Seller shall be responsible for ensuring that sufficient funds or payment authorization are available for the applicable campaign.
9. ADVERTISING PRICING MODELS
Depending on the Advertising Service, Sinbadexpress may use different pricing models, including:
- Cost per click (CPC);
- Cost per impression (CPM);
- Fixed placement fee;
- Cost per campaign;
- Cost per promotional period;
- Performance-based fees; or
- Other pricing models disclosed before purchase.
The applicable pricing method shall be displayed to the Seller before the applicable Advertising Service is purchased, where reasonably practicable.
10. ADVERTISING FEES
10.1. Advertising fees shall be determined according to the applicable advertising service and pricing model.
10.2. Advertising fees may be charged:
- Against an advertising balance;
- To a registered payment method;
- Against amounts payable to the Seller; or
- Through another payment method designated by Sinbadexpress.
10.3. Advertising fees are separate from the standard Platform Service Commission unless expressly stated otherwise.
11. CAMPAIGN DURATION
11.1. Each Advertising Service may have a specified campaign start and end date.
11.2. A campaign may automatically terminate when:
- The campaign end date is reached;
- The campaign budget is exhausted;
- The advertised product becomes unavailable;
- The Seller terminates the campaign;
- Sinbadexpress terminates or suspends the campaign; or
- Another applicable campaign condition is satisfied.
12. ADVERTISING PLACEMENT
12.1. Sinbadexpress may determine the location, format, presentation, and technical implementation of advertisements.
12.2. Advertising placement may depend on factors including:
- Campaign settings;
- Advertising budget;
- Relevance;
- Product availability;
- User experience;
- Platform performance;
- Technical limitations; and
- Other commercial or operational considerations.
12.3. Purchase of Advertising Services does not guarantee a particular number of impressions, clicks, sales, conversions, or revenue unless expressly agreed otherwise in writing.
13. SEARCH AND SPONSORED PLACEMENT
Where sponsored search or similar services are available, advertisements may be displayed based on relevant keywords, search queries, product information, campaign settings, and other factors.
Sinbadexpress does not guarantee that a sponsored product will appear for every search query selected or anticipated by the Seller.
14. PRODUCT ELIGIBILITY
Only products that are:
- Active;
- Available for sale;
- Legally marketable;
- Compliant with Platform policies; and
- Eligible for the applicable Advertising Service
may be promoted. Sinbadexpress may remove a product from an advertising campaign if the product becomes ineligible.
15. PRODUCT AVAILABILITY
The Seller shall maintain sufficient inventory for products promoted through Advertising Services.
Where a promoted product becomes unavailable, Sinbadexpress may:
- Stop advertising the product;
- Pause the campaign;
- Remove the advertisement; or
- Take other reasonable measures.
The Seller shall not intentionally promote products that it does not have reasonable ability to fulfill.
16. PROMOTIONAL PRICES AND DISCOUNTS
16.1. The Seller is responsible for ensuring that all advertised prices and discounts are accurate.
16.2. The Seller shall not use:
- False discounts;
- Fictitious reference prices;
- Misleading “before and after” pricing;
- Artificially inflated prices;
- Misleading countdowns; or
- Other deceptive pricing practices.
16.3. Sinbadexpress may suspend advertising campaigns containing inaccurate or misleading pricing information.
17. INTELLECTUAL PROPERTY
17.1. The Seller grants Sinbadexpress a non-exclusive, worldwide, royalty-free license, during the applicable advertising campaign and for reasonable archival and operational purposes, to use, reproduce, display, distribute, modify for technical formatting purposes, and otherwise present the advertising content supplied by the Seller.
17.2. This license is limited to the operation, marketing, promotion, and administration of the Seller's Advertising Services and the Sinbadexpress Platform.
17.3. The Seller retains ownership of its trademarks, copyrighted materials, product images, and other intellectual property, subject to the license granted above.
18. ADVERTISING PERFORMANCE DATA
Sinbadexpress may provide advertising performance information through the Seller Panel, including where applicable:
- Impressions;
- Clicks;
- Click-through rates;
- Campaign spending;
- Conversions;
- Sales attributed to advertising;
- Cost per click;
- Cost per impression; and
- Other performance indicators.
Performance data may be subject to reporting delays, technical limitations, attribution methodologies, and reasonable adjustments.
19. ATTRIBUTION
Where Sinbadexpress reports sales or conversions attributed to Advertising Services, the applicable attribution methodology may be determined by Sinbadexpress.
Attribution results may vary depending on:
- User interactions;
- Attribution windows;
- Device type;
- Browser behavior;
- Technical limitations;
- Tracking availability; and
- Other relevant factors.
Advertising attribution does not constitute a guarantee of incremental sales or revenue.
20. ADVERTISING ACCOUNT BALANCES
Where an Advertising Service uses a prepaid or funded advertising balance:
20.1. The Seller shall maintain sufficient funds to continue the applicable campaign.
20.2. If the available balance is exhausted, Sinbadexpress may automatically pause the applicable campaign.
20.3. Sinbadexpress may establish minimum balance requirements.
20.4. Unused advertising balances shall be handled according to the applicable service terms and applicable law.
21. CAMPAIGN MODIFICATION
The Seller may modify an advertising campaign where the applicable Advertising Service permits such modifications.
Modifications may include:
- Budget;
- Duration;
- Products;
- Keywords;
- Targeting;
- Promotional content; and
- Other campaign settings.
Changes may take effect immediately or after a reasonable processing period.
22. CAMPAIGN CANCELLATION BY SELLER
The Seller may cancel an Advertising Service where cancellation functionality is available.
Fees already incurred before cancellation may remain payable.
Cancellation shall not automatically entitle the Seller to a refund of amounts already spent unless otherwise stated in the applicable advertising terms or required by law.
23. SUSPENSION OR TERMINATION BY SINBADEXPRESS
Sinbadexpress may suspend, modify, reject, or terminate an Advertising Service where reasonably necessary due to:
- Policy violations;
- Legal requirements;
- Product safety concerns;
- Intellectual property concerns;
- Fraud or security risks;
- Payment issues;
- Technical problems;
- Platform changes;
- Product unavailability; or
- Other legitimate operational or commercial reasons.
24. REFUNDS OF ADVERTISING FEES
Where an Advertising Service is interrupted due to a material technical failure attributable to Sinbadexpress, Sinbadexpress may, at its reasonable discretion and subject to applicable law:
- Restore the campaign;
- Extend the campaign period;
- Provide an advertising credit; or
- Provide another reasonable adjustment.
No refund or credit shall be guaranteed unless expressly provided by the applicable service terms or required by law.
25. ADVERTISING FRAUD
The Seller shall not engage in or facilitate advertising fraud, including:
- Artificial clicks;
- Automated impressions;
- Click manipulation;
- Impression manipulation;
- Fraudulent traffic;
- Use of bots;
- Incentivized fraudulent interactions; or
- Other activity intended to improperly increase advertising charges or performance metrics.
Sinbadexpress may suspend campaigns and investigate suspected advertising fraud.
26. THIRD-PARTY SERVICES
Certain Advertising Services may use third-party technology, advertising infrastructure, analytics systems, or service providers.
The Seller acknowledges that third-party systems may have their own technical limitations, terms, and policies.
Sinbadexpress may replace or change third-party service providers where reasonably necessary.
27. DATA AND PRIVACY
Advertising Services may involve the processing of information relating to Platform users and advertising interactions.
Sinbadexpress shall process personal information in accordance with applicable privacy laws and its applicable privacy policies.
The Seller shall not attempt to obtain, collect, purchase, or use customer personal information through Advertising Services except as expressly permitted by the Agreement and applicable law.
28. COMPLIANCE WITH ADVERTISING LAWS
The Seller shall comply with all applicable federal, state, and local laws governing advertising, marketing, consumer protection, pricing, product claims, promotions, and disclosures.
The Seller shall be solely responsible for ensuring that its advertising claims are legally permissible and adequately substantiated where required.
29. SELLER INDEMNIFICATION
To the extent caused by the Seller's negligence, misconduct, breach of the Agreement, violation of applicable law, or infringement of third-party rights, the Seller shall indemnify and hold harmless Sinbadexpress from third-party claims arising from the Seller's advertising content or promotional activities.
This provision is subject to the indemnification provisions of the main Agreement.
30. NO GUARANTEE OF RESULTS
Sinbadexpress does not guarantee that Advertising Services will result in:
- Increased sales;
- Increased traffic;
- Increased impressions;
- Increased customer engagement;
- Increased conversion rates;
- Specific search rankings;
- Specific revenue; or
- Any particular commercial result.
Advertising performance may vary depending on market conditions, customer behavior, competition, product pricing, product quality, inventory, and other factors.
31. RECORDS AND REPORTING
Sinbadexpress may maintain records relating to:
- Campaign settings;
- Advertising charges;
- Impressions;
- Clicks;
- Conversions;
- Product interactions;
- Campaign changes; and
- Other relevant advertising activity.
Electronic records maintained by Sinbadexpress may be used for billing, reporting, compliance, dispute resolution, and operational purposes.
32. PAYMENT DISPUTES
Advertising charges disputed by the Seller shall be submitted through the procedure designated by Sinbadexpress.
The Seller shall provide reasonable supporting information regarding the disputed charge.
Disputes relating to payment processing may additionally be subject to the rules of the applicable payment service provider.
33. AMENDMENTS
Sinbadexpress may modify these Advertising Services Terms from time to time due to:
- Changes in applicable law;
- Changes in advertising technology;
- Changes in Platform functionality;
- Operational requirements;
- Security requirements;
- Changes in third-party service providers; or
- Other legitimate business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
34. SELLER ACKNOWLEDGMENT
By purchasing or using Advertising Services, the Seller acknowledges and agrees that:
- The Seller is responsible for the accuracy and legality of its advertising content;
- Advertising Services may be subject to additional fees;
- Advertising placement and performance are not guaranteed;
- Sinbadexpress may reject or remove non-compliant advertisements;
- The Seller must maintain sufficient inventory for promoted products;
- Advertising fraud and manipulation are prohibited; and
- Advertising Services do not guarantee any specific commercial outcome.
35. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-7
FULFILLMENT (WAREHOUSING AND LOGISTICS) SERVICE TERMS
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-7 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the terms and conditions applicable to fulfillment, warehousing, inventory management, order processing, packing, shipping, returns handling, and related logistics services provided by Sinbadexpress or its designated service providers.
Fulfillment Services may be provided directly by Sinbadexpress or through third-party logistics providers, warehouses, carriers, contractors, or other service providers.
2. OPTIONAL FULFILLMENT SERVICES
2.1. Fulfillment Services are optional unless otherwise expressly agreed between Sinbadexpress and the Seller.
2.2. Depending on availability, Sinbadexpress may provide one or more of the following services:
- Receiving inventory;
- Warehouse storage;
- Inventory management;
- Stock counting;
- Order processing;
- Picking;
- Packing;
- Labeling;
- Shipment preparation;
- Shipping coordination;
- Returns processing;
- Repackaging where applicable;
- Inventory reporting; and
- Other logistics-related services.
2.3. The availability of any particular service may vary by warehouse, product category, geographic location, inventory type, and operational capacity.
3. SELLER ELIGIBILITY
Sinbadexpress may determine which Sellers and products are eligible for Fulfillment Services.
Eligibility may depend on:
- Product type;
- Product dimensions and weight;
- Storage requirements;
- Legal requirements;
- Hazardous-material restrictions;
- Shipping restrictions;
- Inventory volume;
- Warehouse capacity;
- Seller performance;
- Insurance requirements; and
- Other operational considerations.
4. INVENTORY DELIVERY TO THE WAREHOUSE
4.1. The Seller shall deliver inventory to the designated fulfillment facility in accordance with the applicable receiving instructions.
4.2. Inventory delivered to a fulfillment facility shall be:
- Properly packaged;
- Properly labeled;
- Accurately identified;
- Legally marketable;
- Suitable for storage; and
- Accompanied by any documentation reasonably required by Sinbadexpress.
4.3. The Seller shall provide accurate information regarding:
- Product name;
- SKU;
- Quantity;
- Dimensions;
- Weight;
- Product condition;
- Storage requirements; and
- Other information reasonably required for warehouse operations.
5. INBOUND SHIPMENTS
5.1.The Seller shall follow all applicable inbound shipment instructions.
5.2. Sinbadexpress may reject, delay, or place on hold an inbound shipment where:
- The shipment is improperly labeled;
- The quantity differs materially from the declared quantity;
- Products are damaged;
- Products are prohibited or restricted;
- Required documentation is missing;
- The shipment presents a safety risk; or
- The shipment otherwise fails to satisfy applicable receiving requirements.
5.3. Additional receiving or handling fees may apply where inbound shipments require exceptional processing.
6. PRODUCT CONDITION
The Seller shall deliver products to the fulfillment facility in merchantable, safe, and shipment-ready condition.
Products that are:
- Damaged;
- Defective;
- Contaminated;
- Expired;
- Counterfeit;
- Unlawful; or
- Otherwise unsuitable for storage or shipment
may be rejected or isolated from available inventory.
7. PROHIBITED FULFILLMENT INVENTORY
The Seller shall not send to a Sinbadexpress fulfillment facility products that are prohibited under:
- Annex-3;
- Applicable law;
- Warehouse rules;
- Carrier requirements;
- Payment service provider requirements; or
- Applicable safety standards.
Sinbadexpress may immediately isolate, remove, return, or otherwise dispose of prohibited inventory where reasonably necessary and permitted by applicable law.
8. STORAGE SERVICES
8.1. Sinbadexpress may store eligible Seller inventory at designated fulfillment facilities.
8.2. Storage may be calculated based on one or more factors, including:
- Storage space used;
- Product quantity;
- Product dimensions;
- Product weight;
- Number of storage units;
- Storage duration; or
- Other applicable commercial criteria.
8.3. Applicable storage rates shall be communicated to the Seller before or upon activation of the applicable Fulfillment Service, where reasonably practicable.
9. INVENTORY OWNERSHIP
9.1. Unless otherwise expressly agreed in writing, title to inventory stored through Fulfillment Services remains with the Seller.
9.2. The Seller is responsible for ensuring that it has lawful title to and the right to store and sell all inventory delivered to the fulfillment facility.
9.3. Use of a fulfillment facility does not create a sale, transfer of ownership, agency, partnership, or distributorship relationship between the Parties.
10. INVENTORY MANAGEMENT
10.1. Sinbadexpress may maintain electronic inventory records for products stored at fulfillment facilities.
10.2. The Seller shall regularly review inventory information made available through the Platform or Seller Panel.
10.3. The Seller shall promptly notify Sinbadexpress of any material discrepancy it identifies.
10.4. Sinbadexpress may conduct periodic inventory counts or audits.
11. INVENTORY RECONCILIATION
Where a discrepancy is identified between physical inventory and electronic records, Sinbadexpress may conduct a reconciliation process.
The reconciliation may consider:
- Receiving records;
- Shipment records;
- Order records;
- Return records;
- Inventory adjustments;
- Warehouse scans;
- Physical counts; and
- Other relevant records.
12. PICKING AND PACKING
12.1. For eligible orders, fulfillment personnel or designated service providers may pick and pack products according to the order information available through the Platform.
12.2. Sinbadexpress may determine appropriate standard packaging methods based on:
- Product characteristics;
- Shipping method;
- Carrier requirements;
- Product safety;
- Customer protection; and
- Operational considerations.
12.3. Special packaging requirements may be subject to additional fees.
13. SHIPPING
13.1. After an order has been processed and packed, Sinbadexpress or its designated logistics provider may arrange shipment to the Buyer.
13.2. Shipping services shall be subject to applicable carrier terms, service availability, geographic restrictions, and the shipping rules established by Sinbadexpress.
13.3. Tracking information may be provided through the Seller Panel where available.
14. DELIVERY PERFORMANCE
Sinbadexpress will use commercially reasonable efforts to process fulfillment orders in accordance with applicable service standards.
However, delivery times may be affected by:
- Carrier delays;
- Weather;
- Natural disasters;
- Customs procedures;
- Government actions;
- Transportation disruptions;
- Incorrect Buyer information; or
- Other circumstances beyond Sinbadexpress's reasonable control.
15. RETURNS PROCESSING
15.1. Where a returned product is directed to a fulfillment facility, Sinbadexpress or its designated service provider may receive and process the return.
15.2. Return processing may include:
- Receiving the returned product;
- Recording the return;
- Inspecting the product;
- Updating inventory;
- Separating damaged products;
- Repackaging where appropriate; and
- Preparing the product for further disposition.
15.3. Return processing fees may apply.
16. DAMAGED OR DEFECTIVE INVENTORY
If inventory stored at a fulfillment facility is discovered to be damaged or defective, Sinbadexpress may:
- Place the inventory on hold;
- Remove it from available inventory;
- Notify the Seller;
- Return it to the Seller;
- Dispose of it where legally permitted; or
- Take another commercially reasonable action.
17. EXPIRABLE PRODUCTS
Sellers offering products with expiration dates shall provide accurate expiration information where required.
Sinbadexpress may establish minimum remaining shelf-life requirements for products stored through Fulfillment Services.
Products approaching expiration may be:
- Removed from available inventory;
- Returned to the Seller;
- Placed on hold; or
- Otherwise handled in accordance with applicable warehouse procedures.
18. PRODUCT LABELING
The Seller shall ensure that all products comply with applicable labeling requirements before delivery to a fulfillment facility.
Required information may include:
- Product identification;
- Manufacturer information;
- Country of origin where required;
- Safety warnings;
- Usage instructions;
- Expiration information where applicable; and
- Other legally required information.
19. SPECIAL STORAGE REQUIREMENTS
Products requiring special environmental or handling conditions may be accepted only if Sinbadexpress expressly agrees to provide the applicable storage service.
Examples may include products requiring:
- Temperature control;
- Refrigeration;
- Freezing;
- Humidity control;
- Special security;
- Hazardous-material handling; or
- Other specialized storage conditions.
Additional fees and conditions may apply.
20. HAZARDOUS MATERIALS
Hazardous materials may not be stored or processed through Fulfillment Services unless expressly approved in writing and legally permitted.
The Seller shall provide all legally required declarations, labels, safety documentation, and transportation information.
21. INVENTORY AGE AND STORAGE LIMITS
Sinbadexpress may establish maximum storage periods or inventory-management requirements for products that remain in fulfillment facilities for extended periods.
Where inventory remains inactive or unsold for an extended period, Sinbadexpress may require the Seller to:
- Remove the inventory;
- Arrange return shipment;
- Pay applicable storage charges;
- Participate in an inventory disposition process; or
- Take another reasonable action.
22. REMOVAL OF INVENTORY
22.1. The Seller may request the removal or return of eligible inventory in accordance with the applicable fulfillment procedures.
22.2. Removal and return services may be subject to:
- Handling fees;
- Packaging fees;
- Shipping fees;
- Processing fees; and
- Other applicable charges.
22.3. Removal requests may be subject to processing times determined by warehouse capacity and operational requirements.
23. ABANDONED INVENTORY
Where the Seller fails to remove inventory after reasonable notice and the inventory remains subject to applicable storage charges, Sinbadexpress may take commercially reasonable measures to recover outstanding amounts, including returning, disposing of, or otherwise handling the inventory where permitted by applicable law.
24. FEES
Fulfillment Services may be subject to separate fees, including:
- Receiving fees;
- Storage fees;
- Picking fees;
- Packing fees;
- Handling fees;
- Shipping fees;
- Return processing fees;
- Inventory removal fees;
- Special handling fees;
- Disposal fees; and
- Other applicable service fees.
Applicable rates shall be communicated through the Seller Panel, applicable service schedules, or a separate commercial agreement.
25. BILLING AND PAYMENT
25.1. Fulfillment charges may be deducted from Seller settlements or charged through another payment method designated by Sinbadexpress.
25.2. The Seller shall remain responsible for all fulfillment charges properly incurred.
25.3. If the Seller has insufficient funds to cover applicable charges, Sinbadexpress may deduct the outstanding amount from future settlements or use another lawful recovery method.
26. INVENTORY DAMAGE, LOSS, AND LIABILITY
26.1. Sinbadexpress shall use commercially reasonable care in handling inventory while such inventory is under its direct control.
26.2. Where inventory is lost or damaged due to the proven negligence or willful misconduct of Sinbadexpress, the applicable liability shall be determined in accordance with the Agreement and applicable law.
26.3. Sinbadexpress shall not be responsible for loss or damage caused by:
- Inherent product defects;
- Improper packaging by the Seller;
- Incorrect product labeling;
- Seller's failure to disclose special handling requirements;
- Natural deterioration;
- Product expiration;
- Events beyond reasonable control; or
- Other circumstances for which Sinbadexpress is not legally responsible.
27. INVENTORY INSURANCE
The Seller is responsible for maintaining any insurance coverage appropriate for its inventory unless a separate written agreement expressly provides otherwise.
Sinbadexpress may require evidence of insurance for certain product categories or inventory values.
28. PRODUCT RECALLS
28.1. The Seller shall immediately notify Sinbadexpress of any product recall, safety warning, regulatory action, or other material product safety issue affecting inventory stored at a fulfillment facility.
28.2. Sinbadexpress may immediately place affected inventory on hold.
28.3. The Seller shall cooperate with all applicable recall, removal, refund, replacement, and regulatory procedures.
28.4. Costs arising from a Seller-attributable recall may be charged to the Seller to the extent permitted by applicable law.
29. COUNTERFEIT OR ILLEGAL INVENTORY
If Sinbadexpress reasonably suspects that stored inventory is counterfeit, stolen, unlawful, or otherwise prohibited, it may:
- Isolate the inventory;
- Suspend fulfillment;
- Remove the inventory from available stock;
- Request supporting documentation;
- Notify appropriate authorities where required or permitted by law; and
- Take other measures permitted under the Agreement and applicable law.
30. SELLER ACCESS TO INVENTORY
The Seller shall not have unrestricted physical access to fulfillment facilities.
Access may be permitted only in accordance with applicable warehouse security and visitor procedures.
31. WAREHOUSE SECURITY
Sinbadexpress may implement reasonable security measures, including:
- Access controls;
- Inventory scanning;
- Surveillance systems;
- Identification procedures;
- Security inspections; and
- Other warehouse security measures.
Such measures are intended to protect inventory, personnel, customers, and the Platform.
32. SUBCONTRACTORS AND THIRD-PARTY PROVIDERS
Sinbadexpress may engage third-party:
- Warehouses;
- Fulfillment providers;
- Carriers;
- Packaging providers;
- Inventory management providers;
- Technology providers; and
- Other logistics service providers.
The Seller acknowledges that fulfillment services may therefore be performed by third parties selected by Sinbadexpress.
33. SERVICE INTERRUPTIONS
Fulfillment Services may be temporarily interrupted due to:
- Warehouse maintenance;
- System outages;
- Carrier disruptions;
- Labor disruptions;
- Natural disasters;
- Government actions;
- Security incidents;
- Cyberattacks;
- Force majeure events; or
- Other circumstances beyond Sinbadexpress's reasonable control.
Sinbadexpress shall use commercially reasonable efforts to restore services when practicable.
34. SELLER RESPONSIBILITIES
The Seller remains solely responsible for:
- Product legality;
- Product safety;
- Product authenticity;
- Product labeling;
- Product packaging requirements;
- Inventory ownership;
- Accuracy of inventory information;
- Required licenses and permits; and
- Compliance with applicable law.
Use of Fulfillment Services does not transfer these responsibilities to Sinbadexpress.
35. COMPLIANCE WITH LAWS
The Seller shall comply with all applicable federal, state, and local laws relating to:
- Product safety;
- Consumer protection;
- Import and export;
- Customs;
- Transportation;
- Hazardous materials;
- Product labeling;
- Environmental requirements; and
- Other applicable legal obligations.
36. TERMINATION OF FULFILLMENT SERVICES
Sinbadexpress may suspend or terminate Fulfillment Services where:
- The Seller violates this Annex;
- The Seller fails to pay applicable fees;
- Inventory presents a safety or legal risk;
- The Seller provides prohibited products;
- The Seller repeatedly fails to comply with warehouse requirements;
- Required documentation is not provided; or
- Continued service creates material operational, legal, security, or reputational risk.
37. EFFECTS OF TERMINATION
Following termination of Fulfillment Services, the Seller shall arrange for the removal of its remaining inventory in accordance with Sinbadexpress procedures.
Applicable storage, handling, shipping, removal, and other fees shall remain payable.
Termination of Fulfillment Services shall not affect any outstanding obligations accrued before termination.
38. SELLER ACKNOWLEDGMENT
By using Fulfillment Services, the Seller acknowledges and agrees that:
- Fulfillment Services are subject to availability and eligibility requirements;
- The Seller remains responsible for the legality, safety, authenticity, and compliance of its products;
- Applicable fulfillment and logistics fees may be charged;
- Inventory may be subject to inspection, counting, and reconciliation;
- Prohibited or unsafe inventory may be isolated or removed;
- Third-party logistics providers may be used; and
- Fulfillment Services do not transfer ownership of Seller inventory to Sinbadexpress unless expressly agreed otherwise in writing.
39. AMENDMENTS
Sinbadexpress may amend these Fulfillment Service Terms from time to time due to:
- Changes in applicable law;
- Warehouse requirements;
- Logistics requirements;
- Carrier requirements;
- Product safety requirements;
- Operational changes;
- Technology changes; or
- Other legitimate business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
40. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-8
SHIPPING AND DELIVERY RULES
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-8 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the rules governing shipment preparation, carrier selection, shipping charges, tracking, delivery, failed deliveries, shipping restrictions, and related logistics activities for orders placed through the Sinbadexpress Platform.
These rules apply to Sellers using shipping services arranged, supported, or approved by Sinbadexpress.
2. GENERAL SHIPPING PRINCIPLES
2.1. The Seller shall prepare and ship each accepted order in accordance with the Agreement, this Annex, applicable Platform policies, and applicable law.
2.2. The Seller shall ensure that each shipment contains:
- The correct product;
- The correct quantity;
- The correct product variant;
- Appropriate protective packaging;
- Required documentation; and
- Accurate shipping information.
2.3. The Seller shall not intentionally delay shipment or provide false shipment information.
3. APPROVED SHIPPING METHODS
3.1. Orders shall be shipped using:
- Shipping methods supported by Sinbadexpress;
- Logistics providers designated by Sinbadexpress; or
- Other shipping solutions expressly approved by Sinbadexpress.
3.2. Sinbadexpress may change, add, or remove approved carriers and shipping methods based on operational, commercial, legal, or service requirements.
4. SHIPPING PARTNERS
Sinbadexpress may establish relationships with one or more domestic or international shipping and logistics providers.
Where applicable, the Seller may be required to use a designated carrier or shipping service for particular products, destinations, or fulfillment arrangements.
5. SELLER SHIPPING OBLIGATIONS
The Seller shall:
- Prepare orders within the applicable processing period;
- Package products appropriately;
- Use accurate shipping labels;
- Provide valid tracking information where required;
- Deliver shipments to the applicable carrier;
- Maintain proof of shipment;
- Promptly report material shipping problems; and
- Cooperate with delivery investigations.
6. PACKAGING REQUIREMENTS
6.1. The Seller shall use packaging appropriate for the product's:
- Size;
- Weight;
- Fragility;
- Shape;
- Material;
- Value; and
- Transportation requirements.
6.2. Packaging shall reasonably protect products from:
- Impact;
- Moisture;
- Contamination;
- Compression;
- Breakage; and
- Other reasonably foreseeable transportation risks.
6.3. Products requiring special packaging shall be packaged in accordance with applicable legal and carrier requirements.
7. SHIPPING LABELS
Each shipment shall contain accurate shipping information, including where applicable:
- Seller information;
- Buyer information;
- Delivery address;
- Order number;
- Tracking number;
- Product identification;
- Required handling information; and
- Any legally required shipping declarations.
The Seller shall not knowingly provide false or misleading shipping information.
8. TRACKING INFORMATION
8.1. The Seller shall upload or otherwise provide a valid tracking number to the Platform where required.
8.2. Tracking information shall correspond to the actual shipment.
8.3. The Seller shall not:
- Upload false tracking numbers;
- Reuse tracking numbers improperly;
- Mark an order as shipped before actual shipment; or
- Manipulate shipment status information.
9. SHIPMENT CONFIRMATION
An order shall be considered shipped only when the applicable carrier has received the shipment or when the applicable shipping event has occurred in accordance with the Platform's operational definition.
Creation of a shipping label alone does not necessarily constitute shipment.
10. PROCESSING AND HANDLING TIME
10.1. The Seller shall process orders within the handling time established by Sinbadexpress or communicated to the Buyer.
10.2. The Seller shall make reasonable efforts to avoid unnecessary delays.
10.3. Repeated failure to meet applicable handling times may negatively affect Seller performance under Annex-4.
11. DELIVERY ESTIMATES
11.1. Estimated delivery dates may be calculated based on:
- Seller handling time;
- Carrier service level;
- Destination;
- Shipping method;
- Transit time;
- Weekends and holidays; and
- Other applicable factors.
11.2. Estimated delivery dates are not necessarily guaranteed delivery dates unless expressly stated otherwise.
12. DELIVERY TO THE BUYER
The Seller and applicable carrier shall use reasonable efforts to deliver shipments to the address provided by the Buyer.
The Seller shall not be responsible for delays caused solely by inaccurate or incomplete delivery information provided by the Buyer, except to the extent otherwise required by applicable law.
13. DELIVERY ATTEMPTS
Where a carrier is unable to complete delivery, additional delivery attempts may be made according to the carrier's applicable service terms.
The Seller shall cooperate with Sinbadexpress in resolving material delivery issues.
14. FAILED DELIVERY
A delivery may be considered unsuccessful where:
- The address is invalid;
- The Buyer cannot be located;
- The Buyer refuses delivery;
- Delivery is prohibited at the destination;
- The shipment is refused by the recipient;
- The carrier cannot safely complete delivery; or
- Other circumstances prevent successful delivery.
The applicable consequences shall be determined according to the circumstances, Platform policies, carrier rules, and applicable law.
15. UNDELIVERABLE SHIPMENTS
Where a shipment cannot be delivered, the shipment may be:
- Returned to the Seller;
- Returned to a designated fulfillment facility;
- Held by the carrier;
- Subject to another delivery attempt; or
- Handled according to applicable carrier procedures.
Applicable return shipping or handling fees may be charged where permitted.
16. BUYER ADDRESS CHANGES
The Seller shall use the delivery address transmitted through the Platform.
The Seller shall not independently redirect a shipment to a different address unless the change is authorized through the applicable Platform procedure.
17. SHIPPING COSTS
17.1. Shipping charges may be determined based on factors including:
- Package weight;
- Package dimensions;
- Destination;
- Shipping method;
- Service level;
- Carrier;
- Number of packages; and
- Other applicable factors.
17.2. Applicable shipping charges may be charged to the Seller, Buyer, or allocated between the Parties according to the applicable commercial terms.
18. SHIPPING FEE DEDUCTIONS
Where the Seller is responsible for shipping charges, Sinbadexpress may deduct applicable amounts from Seller settlements.
Shipping-related deductions may include:
- Outbound shipping;
- Return shipping;
- Additional handling;
- Oversize charges;
- Address correction charges;
- Residential delivery charges;
- Carrier surcharges; and
- Other applicable logistics fees.
19. PACKAGE WEIGHT AND DIMENSIONS
19.1. The Seller shall provide accurate package weight and dimensions where required.
19.2. Sinbadexpress or the carrier may verify the actual weight and dimensions.
19.3. If the actual measurements differ from those provided by the Seller, applicable shipping charges may be adjusted accordingly.
20. OVERSIZED OR HEAVY SHIPMENTS
Products exceeding applicable carrier or Platform weight or dimensional limits may not be eligible for standard shipping services.
Sinbadexpress may establish separate procedures or charges for oversized or heavy shipments.
21. PROHIBITED SHIPMENTS
The Seller shall not ship products prohibited under:
- Annex-3;
- Applicable law;
- Carrier rules;
- Transportation regulations; or
- Sinbadexpress policies.
The Seller is responsible for verifying shipping eligibility before dispatch.
22. HAZARDOUS MATERIALS
Hazardous materials shall not be shipped through the Platform unless:
- Sinbadexpress expressly permits the applicable category;
- The carrier accepts the shipment;
- All applicable legal requirements are satisfied; and
- The Seller provides all required declarations, labels, packaging, and documentation.
23. INTERNATIONAL SHIPPING
International shipments may be subject to:
- Customs requirements;
- Import and export restrictions;
- Duties;
- Taxes;
- Customs declarations;
- Sanctions restrictions;
- Country-specific product restrictions;
- Carrier requirements; and
- Other applicable laws.
The Seller shall provide accurate information required for international shipments.
24. CUSTOMS DOCUMENTATION
Where applicable, the Seller shall accurately provide:
- Commercial invoices;
- Customs declarations;
- Product descriptions;
- Harmonized tariff information where required;
- Country of origin information;
- Product value;
- Quantity; and
- Other required customs information.
The Seller shall not intentionally undervalue or misdescribe shipments.
25. DUTIES AND IMPORT TAXES
Unless otherwise stated in the applicable transaction terms, the allocation of customs duties, import taxes, brokerage fees, and related charges shall be determined by the applicable shipping arrangement and legal requirements.
The Seller shall cooperate with customs procedures and provide accurate documentation.
26. SHIPPING TO RESTRICTED DESTINATIONS
Sinbadexpress may restrict or prohibit shipments to:
- Certain countries;
- Certain regions;
- Sanctioned jurisdictions;
- Restricted territories;
- Certain military or government addresses; or
- Other destinations subject to legal or operational restrictions.
Applicable restrictions may be established in Annex-11 – Prohibited Countries and Sanctions Compliance Rules.
27. LOST SHIPMENTS
Where a shipment is reported lost, Sinbadexpress may investigate the matter using:
- Carrier tracking;
- Shipment records;
- Proof of shipment;
- Carrier scans;
- Delivery records;
- Seller records; and
- Other available evidence.
Any reimbursement, replacement, or refund shall be handled in accordance with applicable law, carrier terms, insurance coverage, and Platform policies.
28. DAMAGED SHIPMENTS
Where a shipment arrives damaged, the Seller may be required to provide:
- Photographs;
- Packaging evidence;
- Product information;
- Shipment records;
- Tracking information; and
- Other supporting documentation.
Responsibility shall be determined based on the available evidence, carrier terms, applicable insurance, the Seller's packaging practices, and applicable law.
29. PROOF OF DELIVERY
Where available, proof of delivery may include:
- Carrier delivery scans;
- Signature confirmation;
- Delivery photographs;
- GPS or location confirmation;
- Recipient confirmation; or
- Other carrier records.
Such records may be considered when resolving delivery disputes.
30. DELIVERY DISPUTES
Where a Buyer disputes delivery, Sinbadexpress may review:
- Tracking records;
- Carrier records;
- Proof of delivery;
- Seller shipment records;
- Buyer statements;
- Customer communications; and
- Other relevant information.
The Seller shall cooperate with the investigation.
31. SELLER SHIPPING PERFORMANCE
Shipping performance may be evaluated under Annex-4 – Seller Performance Standards.
Relevant indicators may include:
- On-time shipment rate;
- Late shipment rate;
- Valid tracking rate;
- Delivery success rate;
- Cancellation rate;
- Lost shipment rate;
- Damaged shipment rate; and
- Customer complaints relating to delivery.
32. CARRIER DELAYS
Sinbadexpress and Sellers shall not automatically be considered responsible for carrier delays caused by circumstances outside their reasonable control.
Such circumstances may include:
- Severe weather;
- Natural disasters;
- Transportation disruptions;
- Labor disruptions;
- Government actions;
- Customs delays;
- Major infrastructure failures; and
- Other extraordinary circumstances.
33. FORCE MAJEURE
Shipping obligations may be affected by Force Majeure Events as defined in the Agreement.
The affected Party shall use commercially reasonable efforts to mitigate the impact of such events.
34. SHIPPING RECORDS
The Seller shall maintain adequate records relating to shipments, including where applicable:
- Shipment date;
- Carrier;
- Tracking number;
- Package weight;
- Package dimensions;
- Delivery information;
- Proof of shipment; and
- Other records required by applicable law or Platform policy.
35. RECORD RETENTION
Shipping records shall be retained for the period required by applicable law and Platform policies.
Sinbadexpress may request reasonable shipping records in connection with:
- Delivery disputes;
- Chargebacks;
- Returns;
- Refunds;
- Fraud investigations;
- Regulatory matters; or
- Other legitimate business purposes.
36. SHIPPING FRAUD
The following activities are prohibited:
- False shipment confirmations;
- Fake tracking numbers;
- Manipulated delivery records;
- Shipment of empty packages;
- Intentional misrepresentation of package contents;
- False proof of delivery; and
- Other fraudulent shipping practices.
Such conduct may result in immediate account restrictions or termination.
37. MULTIPLE-PACKAGE ORDERS
Where an order is shipped in multiple packages, the Seller shall provide tracking information for each package where required.
The Seller shall ensure that all packages associated with the order are properly identified.
38. PARTIAL SHIPMENTS
The Seller shall not split an order into multiple shipments unless:
- The Platform permits such shipment;
- The Seller has a legitimate operational reason; or
- Sinbadexpress otherwise authorizes the arrangement.
The Seller shall provide accurate tracking information for each shipment where applicable.
39. PACKAGING AND ENVIRONMENTAL REQUIREMENTS
The Seller shall comply with applicable packaging, recycling, environmental, and product packaging requirements.
Where applicable, Sellers shall use packaging that complies with applicable laws and carrier requirements.
40. RETURN SHIPPING
Return shipments shall be handled in accordance with Annex-5 – Return, Refund, and Chargeback Rules.
Where the Seller is responsible for a return, applicable return shipping costs may be charged to the Seller to the extent permitted by applicable law.
41. FULFILLMENT SHIPMENTS
Where an order is fulfilled through a Sinbadexpress fulfillment facility or third-party fulfillment provider, shipment preparation may be performed by the applicable fulfillment provider.
Such shipments remain subject to:
- The Agreement;
- Annex-7;
- This Annex; and
- Applicable carrier requirements.
42. SHIPPING INSURANCE
Sinbadexpress or a designated carrier may provide or offer shipment insurance for certain shipments.
The availability, limits, exclusions, claims process, and applicable fees shall be determined by the relevant insurance or carrier terms.
43. SHIPPING CLAIMS
43.1. Claims relating to lost, damaged, or delayed shipments shall be submitted within the applicable period established by Sinbadexpress or the relevant carrier.
43.2. The Seller shall provide all reasonably requested evidence.
43.3. Failure to submit required evidence within the applicable period may affect the ability to pursue a shipping claim.
44. CARRIER TERMS
Where a shipment is transported by a third-party carrier, the shipment may also be subject to the carrier's terms, conditions, service limitations, and applicable transportation rules.
The Seller shall comply with all carrier requirements applicable to its shipments.
45. SHIPPING SERVICE INTERRUPTIONS
Sinbadexpress may temporarily modify, suspend, or restrict a shipping method due to:
- Carrier disruptions;
- Technical problems;
- Capacity limitations;
- Safety concerns;
- Legal requirements;
- Severe weather;
- Security incidents; or
- Other operational circumstances.
46. PLATFORM SHIPPING INFORMATION
Shipping information displayed to Buyers may be generated using information supplied by:
- The Seller;
- Sinbadexpress;
- Carriers;
- Fulfillment providers; or
- Other authorized service providers.
The Seller shall promptly report materially inaccurate shipping information.
47. SELLER RESPONSIBILITY FOR SHIPPING COMPLIANCE
The Seller remains responsible for ensuring that its products and shipments comply with:
- Applicable federal laws;
- State laws;
- Local laws;
- Transportation requirements;
- Carrier requirements;
- Customs requirements;
- Product safety requirements; and
- Platform policies.
48. ENFORCEMENT
Where the Seller violates this Annex, Sinbadexpress may take one or more corrective actions, including:
- Warning;
- Shipping restriction;
- Product removal;
- Increased monitoring;
- Suspension of shipping privileges;
- Account restriction;
- Payment hold;
- Seller Account suspension; or
- Termination of the Agreement.
Any enforcement action shall be subject to applicable law.
49. AMENDMENTS
Sinbadexpress may amend these Shipping and Delivery Rules due to:
- Changes in carrier requirements;
- Changes in transportation law;
- Changes in customs requirements;
- Operational requirements;
- Platform changes;
- Security requirements; or
- Other legitimate business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
50. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- The Seller is responsible for properly preparing and shipping orders;
- Accurate tracking information must be provided where required;
- Shipping charges may be deducted from Seller settlements;
- Certain products and destinations may be subject to shipping restrictions;
- The Seller must comply with applicable carrier and transportation requirements;
- Shipping performance may affect Seller performance status; and
- False or fraudulent shipping information may result in account enforcement.
51. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-9
PRODUCT SAFETY AND COMPLIANCE REQUIREMENTS
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-9 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the product safety, regulatory compliance, labeling, documentation, testing, recall, and consumer protection requirements applicable to products offered through the Sinbadexpress Platform.
The Seller shall ensure that all products offered, advertised, stored, shipped, or sold through the Platform comply with applicable laws, regulations, safety standards, and Platform requirements.
2. GENERAL PRODUCT SAFETY OBLIGATION
2.1. The Seller shall offer only products that are safe, lawful, authentic, and suitable for their intended use.
2.2. The Seller shall not offer products that:
- Present an unreasonable risk of injury;
- Are subject to a applicable prohibition;
- Have been unlawfully recalled;
- Are counterfeit;
- Are materially defective;
- Lack legally required safety information; or
- Otherwise fail to comply with applicable law.
2.3. The Seller remains solely responsible for the safety and legal compliance of its products.
3. APPLICABLE LAWS AND REGULATIONS
The Seller shall comply with all applicable federal, state, and local requirements relating to the products it sells.
Depending on the product category, such requirements may concern:
- Product safety;
- Consumer protection;
- Product labeling;
- Packaging;
- Advertising;
- Manufacturing;
- Importation;
- Distribution;
- Transportation;
- Storage;
- Environmental requirements;
- Product recalls; and
- Applicable regulatory registrations or approvals.
The Seller is responsible for determining which requirements apply to its products.
4. PRODUCT COMPLIANCE
Before listing a product, the Seller shall ensure that the product:
- May lawfully be sold in the applicable jurisdiction;
- Meets applicable safety requirements;
- Contains required labels and warnings;
- Has any required certifications or approvals;
- Is accurately described;
- Is not subject to an applicable recall or prohibition; and
- Complies with applicable Platform requirements.
5. SELLER RESPONSIBILITY
The Seller is solely responsible for:
- Product safety;
- Product quality;
- Product conformity;
- Product authenticity;
- Product labeling;
- Product warnings;
- Product instructions;
- Product certifications;
- Regulatory compliance;
- Import and export compliance; and
- Compliance with applicable laws.
Sinbadexpress's acceptance or publication of a product listing does not transfer any of these responsibilities to Sinbadexpress.
6. PRODUCT INFORMATION
The Seller shall provide accurate and complete product information.
Where applicable, the listing shall include:
- Product name;
- Manufacturer;
- Brand;
- Model;
- SKU;
- Product specifications;
- Materials;
- Dimensions;
- Weight;
- Country of origin;
- Intended use;
- Safety warnings;
- Usage instructions;
- Age restrictions;
- Certification information; and
- Other legally required information.
7. SAFETY WARNINGS
7.1. Where a product requires safety warnings, the Seller shall provide all legally required warnings in a clear and understandable manner.
7.2. Warnings shall be appropriate to the product and its reasonably foreseeable uses.
7.3. The Seller shall not remove, obscure, modify, or misrepresent mandatory safety warnings.
8. INSTRUCTIONS FOR USE
Where applicable, products shall be accompanied by appropriate instructions for:
- Assembly;
- Installation;
- Operation;
- Maintenance;
- Storage;
- Cleaning;
- Safe use; and
- Disposal.
Instructions shall be accurate and consistent with the product actually supplied.
9. PRODUCT LABELING
The Seller shall ensure that product labels comply with applicable legal requirements.
Where required, labels may need to identify:
- Product name;
- Manufacturer or responsible entity;
- Model or identification number;
- Country of origin;
- Material composition;
- Quantity;
- Warnings;
- Instructions;
- Certification or conformity information; and
- Other legally required information.
10. PACKAGING REQUIREMENTS
Product packaging shall:
- Protect the product during transportation;
- Not create an unreasonable safety risk;
- Contain required information;
- Comply with applicable labeling requirements;
- Comply with applicable transportation requirements; and
- Be appropriate for the nature of the product.
The Seller shall remain responsible for packaging-related compliance.
11. CERTIFICATIONS AND CONFORMITY DOCUMENTATION
Where applicable, the Seller shall obtain and maintain documentation demonstrating product compliance.
Such documentation may include:
- Certificates of conformity;
- Test reports;
- Laboratory reports;
- Safety certifications;
- Manufacturer declarations;
- Regulatory registrations;
- Compliance statements;
- Technical documentation; and
- Other documents reasonably necessary to demonstrate compliance.
12. TESTING REQUIREMENTS
Sinbadexpress may require additional testing or documentation where reasonably necessary to verify product safety or compliance.
Testing may be conducted by:
- The manufacturer;
- An accredited laboratory;
- A qualified testing organization; or
- Another provider reasonably acceptable to Sinbadexpress.
The Seller shall bear responsibility for obtaining required product testing unless otherwise expressly agreed.
13. PRODUCT TRACEABILITY
Where applicable, the Seller shall maintain sufficient information to identify and trace products through:
- Manufacturer information;
- Supplier information;
- Batch numbers;
- Lot numbers;
- Serial numbers;
- Production dates;
- Purchase records; and
- Other applicable identification information.
The Seller shall provide such information to Sinbadexpress when reasonably requested.
14. MANUFACTURER AND SUPPLIER INFORMATION
The Seller shall maintain accurate records regarding the source of its products.
Upon reasonable request, the Seller may be required to provide:
- Manufacturer identity;
- Supplier identity;
- Distributor information;
- Purchase invoices;
- Import records;
- Authorization documents; and
- Other evidence establishing lawful product origin.
15. IMPORTED PRODUCTS
Where products are imported into the United States, the Seller shall be responsible for complying with applicable import, customs, product safety, labeling, and regulatory requirements.
The Seller shall ensure that imported products are legally eligible for sale in the applicable market.
16. PRODUCTS SUBJECT TO SPECIAL REGULATION
Certain product categories may be subject to additional requirements.
These may include, without limitation:
- Children's products;
- Toys;
- Electronics;
- Batteries;
- Cosmetics;
- Food;
- Dietary supplements;
- Medical devices;
- Automotive products;
- Personal protective equipment;
- Chemicals;
- Products containing hazardous materials; and
- Other regulated products.
The Seller shall comply with all requirements applicable to the relevant category.
17. CHILDREN'S PRODUCTS
Sellers offering children's products shall ensure compliance with applicable safety requirements.
Where required, the Seller shall maintain appropriate:
- Testing;
- Certifications;
- Warning labels;
- Age grading;
- Manufacturer information; and
- Other compliance documentation.
18. ELECTRICAL AND ELECTRONIC PRODUCTS
Electrical and electronic products shall comply with applicable safety requirements.
Where applicable, the Seller shall ensure that products:
- Meet applicable electrical safety standards;
- Include required warnings;
- Are properly labeled;
- Include appropriate instructions; and
- Comply with applicable certification requirements.
19. BATTERIES AND PRODUCTS CONTAINING BATTERIES
Products containing batteries may be subject to additional requirements concerning:
- Product safety;
- Packaging;
- Labeling;
- Transportation;
- Storage;
- Disposal; and
- Hazardous-material handling.
The Seller shall comply with all applicable requirements.
20. COSMETICS AND PERSONAL CARE PRODUCTS
Cosmetic and personal care products shall comply with applicable requirements concerning:
- Ingredients;
- Safety;
- Labeling;
- Packaging;
- Claims;
- Manufacturer information; and
- Other applicable regulatory requirements.
The Seller shall not make false, misleading, or unsubstantiated health or safety claims.
21. FOOD AND BEVERAGE PRODUCTS
Food and beverage products shall comply with applicable requirements relating to:
- Food safety;
- Ingredients;
- Allergen information;
- Labeling;
- Packaging;
- Storage;
- Transportation;
- Expiration dates; and
- Other applicable requirements.
Products that are expired, contaminated, unsafe, or otherwise unlawful shall not be offered for sale.
22. DIETARY SUPPLEMENTS
Sellers offering dietary supplements shall ensure compliance with applicable laws and labeling requirements.
The Seller shall not make:
- False medical claims;
- Unsubstantiated health claims;
- Misleading disease-treatment claims; or
- Other prohibited claims.
23. MEDICAL DEVICES AND REGULATED PRODUCTS
Where a product is a medical device or another regulated product, the Seller shall ensure that all applicable registration, authorization, labeling, safety, and distribution requirements are satisfied.
Sinbadexpress may request supporting documentation before allowing such products to be listed.
24. CHEMICALS AND HAZARDOUS PRODUCTS
Products containing hazardous chemicals or materials may be subject to additional restrictions.
The Seller shall comply with applicable:
- Safety requirements;
- Labeling requirements;
- Packaging requirements;
- Storage requirements;
- Transportation requirements; and
- Documentation requirements.
Products prohibited under Annex-3 shall not be listed or shipped through the Platform.
25. PRODUCT RECALLS
25.1. The Seller shall immediately notify Sinbadexpress upon becoming aware that a product sold or listed through the Platform:
- Has been recalled;
- Is subject to a government safety warning;
- Presents a serious safety risk;
- Is subject to regulatory investigation; or
- Is otherwise determined to be unsafe or unlawful.
25.2. The Seller shall provide all information reasonably requested concerning the affected product.
25.3. The Seller shall cooperate fully with any recall or corrective action.
26. RECALL ACTIONS
Where a product is subject to a recall or serious safety concern, Sinbadexpress may:
- Remove the listing;
- Suspend sales;
- Disable purchasing;
- Place inventory on hold;
- Notify affected customers where appropriate;
- Request product returns;
- Require refunds or replacements;
- Request additional documentation; and
- Take other reasonable measures to protect customers and the Platform.
27. PRODUCT SAFETY INCIDENTS
The Seller shall promptly notify Sinbadexpress of any material product safety incident involving a product listed or sold through the Platform.
Such incidents may include:
- Injury;
- Property damage;
- Fire;
- Electrical failure;
- Contamination;
- Product malfunction;
- Safety warning;
- Government investigation; or
- Other serious safety event.
28. GOVERNMENTAL REQUESTS AND INVESTIGATIONS
If a governmental or regulatory authority requests information concerning a product sold through Sinbadexpress, the Seller shall cooperate with the applicable investigation and provide requested information to the extent legally required.
The Seller shall promptly notify Sinbadexpress where legally permitted and reasonably appropriate.
29. PRODUCT COMPLAINTS
Sinbadexpress may review customer complaints concerning:
- Product safety;
- Product quality;
- Product conformity;
- Product labeling;
- Product performance; or
- Other compliance concerns.
The Seller shall cooperate with reasonable investigations.
30. PRODUCT TESTING AND SAMPLE REQUESTS
Sinbadexpress may request product samples, photographs, documentation, or other evidence where reasonably necessary to assess product safety or compliance.
The Seller shall cooperate with reasonable requests.
31. PRODUCT REMOVAL
Sinbadexpress may remove or suspend a product listing where it reasonably believes that:
- The product is unsafe;
- The product is unlawful;
- Required documentation is missing;
- The product is subject to a recall;
- The product may violate applicable regulations;
- The product is counterfeit; or
- Continued sale presents a material consumer or Platform risk.
32. SELLER RECORD KEEPING
The Seller shall maintain adequate product compliance records for the period required by applicable law.
Records may include:
- Certificates;
- Test reports;
- Invoices;
- Manufacturer information;
- Supplier information;
- Safety documentation;
- Product specifications;
- Recall information; and
- Other relevant records.
33. DOCUMENT RETENTION AND PRODUCTION
Upon reasonable request, the Seller shall provide relevant compliance documentation to Sinbadexpress within the period specified in the request.
Failure to provide requested documentation may result in listing removal, account restriction, suspension, or other corrective action.
34. PRODUCT AUTHENTICITY
The Seller shall ensure that all products are genuine and lawfully sourced.
The Seller shall not offer:
- Counterfeit products;
- Unauthorized replicas;
- Fake branded products;
- Products with altered identification information; or
- Products falsely represented as genuine.
35. INTELLECTUAL PROPERTY AND COMPLIANCE
Compliance with product safety requirements does not eliminate the Seller's responsibility to comply with intellectual property laws.
A product may be removed if it is safe but nevertheless infringes third-party intellectual property rights.
36. ENVIRONMENTAL REQUIREMENTS
Where applicable, the Seller shall comply with environmental requirements relating to:
- Packaging;
- Batteries;
- Chemicals;
- Electronic equipment;
- Recycling;
- Disposal; and
- Other regulated materials.
37. COMPLIANCE WITH SHIPPING REQUIREMENTS
Products must also comply with applicable shipping and transportation requirements.
Where applicable, the Seller shall ensure that:
- Hazardous materials are properly declared;
- Required labels are applied;
- Packaging meets carrier requirements;
- Shipping restrictions are observed; and
- Required documentation accompanies the shipment.
38. SELLER INDEMNIFICATION
To the extent caused by the Seller's negligence, misconduct, breach of the Agreement, violation of applicable law, or failure to comply with product safety requirements, the Seller shall indemnify and hold harmless Sinbadexpress from third-party claims arising from the Seller's products. This provision is subject to Article 67 of the Agreement.
39. ENFORCEMENT MEASURES
Where a Seller fails to comply with this Annex, Sinbadexpress may take one or more of the following actions:
- Issue a warning;
- Request corrective action;
- Request additional documentation;
- Remove a product listing;
- Restrict product visibility;
- Suspend product sales;
- Require a product recall;
- Place inventory on hold;
- Suspend the Seller Account; or
- Terminate the Agreement.
The applicable action shall depend on the nature and severity of the issue and applicable law.
40. NO PLATFORM CERTIFICATION
Publication or continued availability of a product on the Sinbadexpress Platform does not constitute:
- Government approval;
- Product certification;
- Safety certification;
- Regulatory approval;
- Manufacturer authorization; or
- A representation by Sinbadexpress that the product complies with all applicable laws.
The Seller remains responsible for determining and maintaining product compliance.
41. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- The Seller is solely responsible for product safety and compliance;
- Products must comply with all applicable legal requirements;
- Required certifications and documentation must be maintained;
- Sinbadexpress may request compliance documentation;
- Unsafe, unlawful, recalled, or non-compliant products may be removed;
- The Seller must promptly report material safety incidents and recalls; and
- Failure to comply with this Annex may result in corrective measures, suspension, or termination.
42. AMENDMENTS
Sinbadexpress may amend these Product Safety and Compliance Requirements where reasonably necessary due to:
- Changes in applicable law;
- Regulatory requirements;
- Product safety developments;
- Government guidance;
- Changes in Platform operations;
- Consumer protection requirements; or
- Other legitimate compliance or business requirements.
Material changes shall be communicated to Sellers within a reasonable period before becoming effective, subject to applicable law.
43. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-10
API AND INTEGRATION TERMS OF USE
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-10 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the terms governing access to and use of application programming interfaces (“APIs”), software integrations, data exchange mechanisms, developer tools, and other technical integration services made available by Sinbadexpress.
These Terms apply to Sellers and other authorized users who access Sinbadexpress APIs or integrate their systems with the Sinbadexpress Platform.
2. DEFINITIONS
For purposes of this Annex:
“API” means an application programming interface made available by Sinbadexpress for authorized integration with the Platform.
“API Credentials” means API keys, access tokens, client IDs, client secrets, passwords, certificates, or other authentication credentials issued or approved by Sinbadexpress.
“Integration” means any technical connection between a Seller's system and the Sinbadexpress Platform.
“API Data” means information made available through an API, including product, inventory, order, shipment, settlement, or other Platform-related information.
“Authorized Application” means software or a system authorized by the Seller and approved or permitted by Sinbadexpress to access the API.
3. API ACCESS
3.1. Sinbadexpress may provide API access to eligible Sellers for legitimate business and operational purposes.
3.2. API access is subject to:
- Seller eligibility;
- Technical requirements;
- Authentication requirements;
- Security requirements;
- Rate limits;
- Applicable Platform policies; and
- Applicable law.
3.3. API access is not automatically available to every Seller and may require separate approval.
4. API CREDENTIALS
4.1. API Credentials are confidential and shall be protected by the Seller.
4.2. The Seller shall not:
- Share API Credentials with unauthorized persons;
- Publish API Credentials;
- Store API Credentials in publicly accessible repositories;
- Sell or transfer API Credentials; or
- Use another Seller's API Credentials.
4.3. The Seller shall immediately notify Sinbadexpress if API Credentials are:
- Lost;
- Stolen;
- Exposed;
- Compromised; or
- Suspected of unauthorized use.
4.4. Sinbadexpress may revoke or replace compromised credentials.
5. AUTHORIZED USE
The Seller may use the API solely for legitimate purposes related to:
- Managing products;
- Managing inventory;
- Processing orders;
- Managing shipments;
- Retrieving permitted transaction information;
- Synchronizing Seller systems;
- Managing approved integrations; and
- Other purposes expressly permitted by Sinbadexpress.
The Seller shall not use the API for unauthorized purposes.
6. PROHIBITED API ACTIVITIES
The Seller shall not:
- Circumvent API security;
- Attempt to gain unauthorized access;
- Reverse engineer the API except to the extent expressly permitted by applicable law;
- Probe or scan API infrastructure for vulnerabilities without authorization;
- Interfere with API availability;
- Introduce malicious code;
- Use the API to conduct fraud;
- Access data belonging to another Seller;
- Circumvent rate limits;
- Manipulate Platform data;
- Create excessive automated requests;
- Use the API to scrape unauthorized Platform data; or
- Use the API in violation of applicable law.
7. API RATE LIMITS
7.1. Sinbadexpress may establish technical limits on API usage, including:
- Requests per second;
- Requests per minute;
- Requests per hour;
- Requests per day;
- Data volume;
- Concurrent connections; and
- Other technical limits.
7.2. The Seller shall design its Integration to operate within applicable rate limits.
7.3. Sinbadexpress may temporarily restrict API access where excessive traffic affects Platform stability.
8. API AVAILABILITY
Sinbadexpress will use commercially reasonable efforts to maintain API availability but does not guarantee uninterrupted or error-free operation.
API availability may be affected by:
- Maintenance;
- System upgrades;
- Security incidents;
- Technical failures;
- Third-party service interruptions;
- Network failures;
- Force majeure events; or
- Other circumstances beyond Sinbadexpress's reasonable control.
9. API CHANGES
Sinbadexpress may modify, update, replace, or discontinue APIs or API functionality.
Changes may include:
- New endpoints;
- Modified endpoints;
- New authentication methods;
- Updated data formats;
- New rate limits;
- Deprecated functionality;
- Security improvements; or
- Other technical changes.
Where reasonably practicable, Sinbadexpress may provide advance notice of material changes.
10. DEPRECATION
10.1. Sinbadexpress may designate API functionality as deprecated.
10.2. A deprecated API may remain available for a limited transition period.
10.3. The Seller shall migrate to replacement functionality within the applicable transition period.
10.4. Sinbadexpress may discontinue deprecated functionality after the applicable transition period.
11. API DATA
11.1. The Seller may access only the API Data that it is authorized to access.
11.2. API Data shall be used only for legitimate purposes permitted by the Agreement.
11.3. The Seller shall not:
- Sell API Data;
- Resell API Data;
- Publish confidential API Data;
- Use API Data to build an unauthorized competing marketplace;
- Transfer API Data to unauthorized third parties; or
- Use API Data in violation of privacy or data protection laws.
12. CUSTOMER AND PERSONAL INFORMATION
Where API access provides customer or other personal information, the Seller shall:
- Use such information only for authorized business purposes;
- Protect it against unauthorized access;
- Comply with applicable privacy laws;
- Apply appropriate security measures;
- Not sell or misuse such information; and
- Retain it only as permitted by law and the Agreement.
The Seller shall comply with the applicable Data Processing Addendum (DPA) where required.
13. DATA SECURITY
The Seller shall implement reasonable technical and organizational security measures appropriate to the nature of the API Data processed.
Such measures may include:
- Access controls;
- Encryption where appropriate;
- Secure credential management;
- Multi-factor authentication where available;
- Logging and monitoring;
- Security updates;
- Vulnerability management; and
- Incident response procedures.
14. SECURITY INCIDENTS
The Seller shall promptly notify Sinbadexpress of any security incident involving:
- API Credentials;
- API Data;
- Customer information;
- Unauthorized API access;
- Malware;
- Data breaches; or
- Other material security incidents affecting the Integration.
The Seller shall reasonably cooperate with Sinbadexpress in investigating and mitigating the incident.
15. INTEGRATION RESPONSIBILITY
The Seller is solely responsible for:
- Developing its Integration;
- Maintaining its software;
- Maintaining compatibility;
- Testing its Integration;
- Protecting its systems;
- Correctly processing API responses;
- Monitoring API errors; and
- Ensuring that its Integration does not adversely affect the Platform.
16. THIRD-PARTY INTEGRATIONS
The Seller may use third-party software or service providers to integrate with the API.
The Seller remains responsible for ensuring that any third-party Integration:
- Is authorized;
- Complies with these Terms;
- Protects API Credentials;
- Protects API Data; and
- Complies with applicable law.
Sinbadexpress may restrict third-party integrations that create security, operational, legal, or reputational risks.
17. SELLER SOFTWARE AND SYSTEMS
The Seller shall ensure that its systems:
- Correctly process API responses;
- Properly handle errors;
- Do not generate excessive requests;
- Maintain accurate synchronization;
- Do not submit unauthorized transactions; and
- Comply with applicable technical requirements.
18. PRODUCT AND INVENTORY SYNCHRONIZATION
Where API functionality permits product or inventory synchronization, the Seller shall ensure that data submitted to Sinbadexpress is accurate and current.
The Seller remains responsible for errors caused by:
- Incorrect inventory data;
- Incorrect product data;
- Synchronization failures;
- Incorrect pricing;
- Duplicate submissions; or
- Other Seller-controlled system errors.
19. ORDER MANAGEMENT
Where APIs are used to receive or manage orders, the Seller shall:
- Process orders accurately;
- Avoid duplicate order processing;
- Maintain accurate order status information;
- Properly handle cancellations;
- Correctly process refunds where authorized; and
- Maintain synchronization between its system and the Platform.
20. SHIPPING AND TRACKING INTEGRATION
Where API functionality permits shipment or tracking synchronization, the Seller shall provide accurate:
- Tracking numbers;
- Carrier information;
- Shipment status;
- Shipment dates; and
- Other required shipping information.
False, duplicated, or manipulated tracking information is prohibited.
21. API TRANSACTION ERRORS
The Seller shall implement reasonable error-handling procedures for API transactions.
Where an API request fails or produces an uncertain result, the Seller should verify the transaction status before submitting a duplicate request.
The Seller shall not intentionally generate duplicate transactions.
22. WEBHOOKS AND AUTOMATED NOTIFICATIONS
Where Sinbadexpress provides webhook or event-notification functionality, the Seller shall:
- Maintain secure webhook endpoints;
- Validate incoming requests where applicable;
- Protect authentication information;
- Process events appropriately;
- Handle duplicate notifications; and
- Maintain appropriate logging.
Sinbadexpress may establish technical requirements for webhook implementations.
23. TESTING ENVIRONMENTS
Sinbadexpress may provide development, sandbox, or testing environments where available.
Testing credentials and environments shall be used only for permitted testing activities.
The Seller shall not intentionally use production systems for unauthorized testing or security testing.
24. SECURITY TESTING
The Seller shall not conduct penetration testing, vulnerability scanning, denial-of-service testing, or other security testing against Sinbadexpress API infrastructure without prior written authorization.
Any authorized security testing shall be performed within the scope and conditions approved by Sinbadexpress.
25. DATA RETENTION
The Seller shall not retain API Data longer than reasonably necessary for the purpose for which it was obtained, except where longer retention is required by applicable law.
Personal information shall be handled in accordance with applicable privacy requirements.
26. API LOGS AND RECORDS
Sinbadexpress may maintain records concerning API usage, including:
- API requests;
- Authentication activity;
- IP addresses;
- Request volumes;
- Error rates;
- Endpoint usage;
- Security events; and
- Other technical information.
Such records may be used for:
- Security;
- Fraud prevention;
- Troubleshooting;
- Billing where applicable;
- Compliance;
- Performance monitoring; and
- Dispute resolution.
27. MONITORING
Sinbadexpress may monitor API usage for:
- Security;
- Reliability;
- Performance;
- Fraud prevention;
- Abuse prevention;
- Compliance; and
- Platform protection.
Monitoring may include automated systems and technical analysis.
28. API SUSPENSION
Sinbadexpress may temporarily suspend API access where reasonably necessary due to:
- Excessive API usage;
- Security concerns;
- Credential compromise;
- Suspected abuse;
- Fraud;
- Violation of these Terms;
- Violation of applicable law;
- Technical instability; or
- Other material risks to the Platform.
Where reasonably practicable, Sinbadexpress may notify the Seller of the suspension.
29. API TERMINATION
Sinbadexpress may terminate API access where:
- The Seller materially breaches these Terms;
- The Seller repeatedly violates API requirements;
- The Integration creates a material security risk;
- The Seller engages in unauthorized data access;
- The Seller uses the API for unlawful activities; or
- Continued access materially threatens the Platform.
Termination of API access does not necessarily terminate the Seller's Marketplace Membership unless otherwise provided under the Agreement.
30. INTELLECTUAL PROPERTY
30.1. The API, documentation, software, technical specifications, and related technology provided by Sinbadexpress remain the property of Sinbadexpress or its licensors.
30.2. Except as expressly permitted, the Seller receives no ownership interest in the API or related technology.
30.3. The Seller shall not remove proprietary notices or technical identifiers.
31. LICENSE TO USE API
Subject to these Terms, Sinbadexpress grants the Seller a limited, non-exclusive, non-transferable, revocable license to access and use the API solely for authorized business purposes during the period in which the Seller is permitted to use the Platform.
32. API DOCUMENTATION
Sinbadexpress may provide technical documentation, specifications, examples, schemas, or other developer materials.
Such materials may be updated from time to time.
The Seller shall use the current version of applicable documentation when developing or maintaining an Integration.
33. NO REVERSE ENGINEERING
Except to the extent expressly permitted by applicable law, the Seller shall not:
- Reverse engineer;
- Decompile;
- Disassemble;
- Attempt to derive source code; or
- Circumvent technical restrictions
applicable to Sinbadexpress APIs or related software.
34. NO UNAUTHORIZED COMPETING USE
The Seller shall not use API access to:
- Replicate the Sinbadexpress Platform;
- Create an unauthorized competing marketplace;
- Systematically copy Platform data;
- Reconstruct proprietary Platform functionality; or
- Facilitate unauthorized commercial exploitation of Platform technology.
35. API FEES
Sinbadexpress may offer certain API services free of charge or may establish fees for specific API functionality, enhanced access, increased usage limits, or specialized integrations.
Any applicable fees shall be communicated to the Seller before the applicable paid service is activated, where reasonably practicable.
36. TECHNICAL SUPPORT
Sinbadexpress may provide technical support for API integrations at its discretion.
Support may be subject to:
- Service level limitations;
- Support hours;
- Technical documentation;
- Integration requirements;
- Service fees; and
- Other applicable conditions.
37. API AVAILABILITY AND PERFORMANCE
Sinbadexpress does not guarantee that:
- Every API request will succeed;
- API responses will always be immediate;
- API functionality will remain unchanged;
- API services will be continuously available; or
- API performance will satisfy the Seller's particular technical requirements.
38. SELLER INDEMNIFICATION
To the extent caused by the Seller's negligence, misconduct, breach of the Agreement, violation of applicable law, or misuse of the API, the Seller shall indemnify and hold harmless Sinbadexpress from third-party claims arising from such misuse.
This provision is subject to Article 67 of the Agreement.
39. LIMITATION OF LIABILITY
To the fullest extent permitted by applicable law, Sinbadexpress shall not be liable for losses resulting solely from:
- Seller system failures;
- Third-party integration failures;
- Seller software defects;
- Incorrect API implementation;
- Unauthorized Seller modifications;
- Network failures outside Sinbadexpress's reasonable control; or
- Other circumstances attributable to the Seller or third parties.
Nothing in this provision limits liability that cannot legally be limited.
40. COMPLIANCE WITH LAWS
The Seller shall ensure that its API usage and Integration comply with:
- Applicable federal law;
- State law;
- Local law;
- Privacy and data protection requirements;
- Intellectual property laws;
- Consumer protection requirements;
- Security requirements; and
- Other applicable legal obligations.
41. BUSINESS CONTINUITY
The Seller should maintain reasonable business-continuity procedures to address:
- API outages;
- Integration failures;
- Network disruptions;
- Authentication failures;
- Data synchronization errors; and
- Other technical interruptions.
Where appropriate, the Seller should have manual or alternative procedures for critical order-processing activities.
42. DATA ACCURACY
The Seller is responsible for the accuracy of data submitted through its Integration.
Sinbadexpress may reject, correct, suspend, or otherwise restrict data that appears:
- Inaccurate;
- Incomplete;
- Malicious;
- Misleading;
- Unauthorized; or
- Inconsistent with Platform requirements.
43. AUDIT AND COMPLIANCE REVIEW
Sinbadexpress may review API usage and Integration activity where reasonably necessary to determine compliance with:
- These Terms;
- The Agreement;
- Security requirements;
- Privacy requirements; or
- Applicable law.
The Seller shall reasonably cooperate with such reviews.
44. CHANGES TO THESE TERMS
Sinbadexpress may amend these API and Integration Terms due to:
- Technical developments;
- Security requirements;
- Changes in applicable law;
- Platform changes;
- API infrastructure changes;
- Operational requirements; or
- Other legitimate business requirements.
Material changes shall be communicated within a reasonable period before becoming effective, subject to applicable law.
45. SELLER ACKNOWLEDGMENT
By accessing or using Sinbadexpress APIs, the Seller acknowledges and agrees that:
- API access is subject to authorization and technical requirements;
- API Credentials must be kept confidential and secure;
- API Data may be used only for authorized purposes;
- Excessive, abusive, fraudulent, or unauthorized API activity is prohibited;
- The Seller is responsible for its own Integration and systems;
- Sinbadexpress may modify or discontinue API functionality;
- API access may be suspended or terminated for security, compliance, or operational reasons; and
- The Seller must comply with applicable privacy, security, and data protection requirements.
46. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-11
PROHIBITED COUNTRIES AND SANCTIONS COMPLIANCE RULES
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Annex-11 forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and establishes the rules applicable to international sales, restricted destinations, sanctioned jurisdictions, sanctioned persons, and compliance with applicable economic sanctions and trade restrictions.
The purpose of this Annex is to prevent the Sinbadexpress Platform from being used for transactions that violate applicable sanctions, export controls, trade restrictions, or other applicable laws.
2. GENERAL SANCTIONS COMPLIANCE OBLIGATION
2.1. The Seller shall comply with all sanctions, export-control, import-control, trade-restriction, and other applicable laws relevant to its transactions through the Platform.
2.2. The Seller shall not use the Platform to conduct or facilitate transactions that are prohibited under applicable law.
2.3. The Seller shall not knowingly facilitate transactions involving sanctioned persons, entities, organizations, vessels, or other restricted parties where such transactions are prohibited by applicable law.
2.4. The Seller shall be responsible for determining whether its products, customers, suppliers, transactions, and destinations are subject to applicable restrictions.
3. SANCTIONED JURISDICTIONS
Transactions involving certain countries or territories may be prohibited or restricted under applicable sanctions or trade-control laws.
Sinbadexpress may prohibit or restrict transactions involving jurisdictions that are subject to comprehensive or significant sanctions or other applicable trade restrictions.
The applicable list of restricted jurisdictions may be updated from time to time to reflect changes in applicable law and regulatory requirements.
4. PROHIBITED DESTINATIONS
Unless expressly permitted by applicable law and authorized by Sinbadexpress, Sellers shall not knowingly ship, sell, or facilitate transactions involving destinations that are prohibited under applicable sanctions or trade restrictions.
Sinbadexpress may block transactions involving a destination where:
- The destination is subject to applicable sanctions;
- The transaction is prohibited by law;
- The carrier cannot legally provide service;
- Payment processing is prohibited;
- Export controls prohibit the transaction;
- Customs restrictions prevent lawful delivery; or
- Sinbadexpress reasonably determines that the transaction presents material legal or compliance risk.
5. RESTRICTED DESTINATIONS
Certain destinations may be subject to partial sanctions, export restrictions, import restrictions, licensing requirements, or other limitations.
Transactions involving restricted destinations may require:
- Additional review;
- Seller documentation;
- Buyer verification;
- Product classification;
- Export authorization;
- Governmental licensing; or
- Prior approval from Sinbadexpress.
Sinbadexpress may refuse a transaction even where the transaction may be legally permissible if it determines that processing the transaction creates unacceptable legal, regulatory, operational, or financial risk.
6. SANCTIONED PERSONS AND ENTITIES
The Seller shall not knowingly conduct prohibited transactions involving persons or entities subject to applicable sanctions or restrictions.
This may include, where applicable:
- Individuals;
- Companies;
- Government entities;
- Organizations;
- Financial institutions;
- Vessels;
- Aircraft;
- Other designated persons or entities.
Sinbadexpress may conduct screening or require additional information to determine whether a transaction presents sanctions-related risk.
7. SANCTIONS SCREENING
Sinbadexpress may use internal systems or third-party service providers to conduct sanctions and restricted-party screening.
Screening may occur:
- During Seller onboarding;
- Before an order is accepted;
- Before payment processing;
- Before shipment;
- During settlement;
- During periodic Seller reviews; or
- At other points reasonably determined by Sinbadexpress.
8. SELLER SCREENING RESPONSIBILITY
The Seller shall maintain reasonable procedures appropriate to the nature and scale of its business to identify and prevent prohibited transactions.
Where appropriate, the Seller should conduct screening of:
- Customers;
- Buyers;
- Suppliers;
- Business partners;
- Consignees;
- Beneficial owners; and
- Other relevant transaction participants.
9. EXPORT CONTROLS
The Seller shall comply with applicable export-control laws and regulations.
The Seller shall determine whether products require:
- Export authorization;
- Governmental licensing;
- End-user verification;
- End-use verification;
- Export classification;
- Additional documentation; or
- Other regulatory approval.
The Seller shall not export products in violation of applicable export-control requirements.
10. IMPORT REQUIREMENTS
The Seller shall comply with applicable import laws and regulations applicable to the destination country or jurisdiction.
The Seller shall provide accurate:
- Product descriptions;
- Values;
- Quantities;
- Country-of-origin information;
- Customs classifications; and
- Other required customs information.
11. PROHIBITED TRANSACTIONS
The following activities are prohibited to the extent prohibited by applicable law:
- Transactions with sanctioned persons;
- Transactions involving prohibited jurisdictions;
- Transactions designed to evade sanctions;
- Transactions structured to conceal the identity of a restricted party;
- False customs declarations;
- Misrepresentation of product origin;
- False product descriptions;
- False transaction values;
- Circumvention of export controls; and
- Other conduct intended to evade applicable trade restrictions.
12. SANCTIONS EVASION
The Seller shall not attempt to circumvent or evade applicable sanctions or trade restrictions.
Prohibited conduct may include:
- Using intermediaries to conceal a prohibited transaction;
- Routing shipments through third countries for the purpose of evading restrictions;
- Misrepresenting the final destination;
- Misrepresenting the identity of the Buyer;
- Using shell entities to conceal a restricted party; or
- Structuring transactions to avoid applicable restrictions.
13. TRANSSHIPMENT AND THIRD-COUNTRY ROUTING
The Seller shall not use third-country routing, transshipment, forwarding arrangements, or intermediaries to circumvent applicable sanctions or export controls.
Where a transaction involves multiple countries, the Seller shall provide accurate information regarding the ultimate destination and end user where required.
14. END-USER AND END-USE REQUIREMENTS
Where applicable, the Seller may be required to obtain information regarding:
- End user;
- Ultimate consignee;
- Intended use;
- Final destination;
- Product purpose; and
- Other relevant transaction information.
The Seller shall not knowingly participate in a prohibited transaction based on an unlawful or prohibited end use.
15. MILITARY AND DUAL-USE PRODUCTS
Certain products may be subject to additional export controls because they may have military, defense, strategic, or dual-use applications.
The Seller shall comply with applicable export-control requirements before offering or shipping such products internationally.
Sinbadexpress may prohibit or restrict such products regardless of whether a transaction may otherwise be legally permissible.
16. FINANCIAL SANCTIONS
Transactions may be restricted where applicable sanctions prohibit:
- Payments;
- Transfers of funds;
- Financial services;
- Insurance;
- Banking services; or
- Other financial activities
in connection with the transaction. The Seller shall comply with applicable financial sanctions requirements.
17. PAYMENT SERVICE PROVIDER REQUIREMENTS
Payment service providers used by Sinbadexpress may apply their own sanctions screening, compliance requirements, transaction restrictions, and risk controls.
A payment service provider may decline, hold, reverse, or restrict a transaction where required by law or its compliance policies.
18. SHIPPING AND CARRIER RESTRICTIONS
Shipping providers may restrict or prohibit shipments to certain destinations or involving certain products.
The Seller shall comply with:
- Carrier requirements;
- Transportation restrictions;
- Dangerous-goods requirements;
- Customs requirements;
- Export requirements; and
- Applicable destination restrictions.
19. CUSTOMS COMPLIANCE
The Seller shall provide accurate customs documentation.
The Seller shall not:
- Understate the value of goods;
- Misstate the product description;
- Misstate the country of origin;
- Use false tariff classifications;
- Conceal restricted products; or
- Otherwise submit inaccurate customs information.
20. COUNTRY OF ORIGIN
Where required, the Seller shall accurately identify the country of origin of the products.
The Seller shall maintain reasonable documentation supporting country-of-origin information.
21. RECORD KEEPING
The Seller shall maintain records reasonably necessary to demonstrate compliance with applicable sanctions and trade requirements.
Such records may include:
- Customer information;
- Transaction records;
- Shipping records;
- Customs documentation;
- Export documentation;
- End-user information;
- Licenses;
- Authorizations; and
- Other relevant compliance records.
Records shall be retained for the period required by applicable law.
22. INFORMATION REQUESTS
Sinbadexpress may request additional information or documentation where reasonably necessary to assess sanctions or trade-compliance risk.
The Seller shall respond within the period specified by Sinbadexpress.
Failure to provide sufficient information may result in:
- Transaction cancellation;
- Payment hold;
- Shipment restriction;
- Listing removal;
- Account restriction;
- Suspension; or
- Termination.
23. TRANSACTION HOLDS
Sinbadexpress may temporarily place a transaction on hold where reasonably necessary to conduct:
- Sanctions screening;
- Export-control review;
- Buyer verification;
- End-user verification;
- Customs review;
- Payment compliance review; or
- Other legal or compliance checks.
24. TRANSACTION REJECTION
Sinbadexpress may reject or cancel a transaction where:
- The transaction is prohibited by law;
- The transaction involves a sanctioned party;
- The destination is restricted;
- Required authorization is unavailable;
- Required information cannot be verified;
- A payment provider rejects the transaction;
- A carrier cannot legally complete the shipment; or
- The transaction presents a material sanctions or trade-compliance risk.
25. ACCOUNT RESTRICTIONS
Sinbadexpress may restrict or suspend a Seller Account where the Seller:
- Violates this Annex;
- Attempts to evade sanctions;
- Provides false compliance information;
- Repeatedly attempts prohibited transactions;
- Fails to provide requested documentation; or
- Creates a material sanctions or trade-compliance risk.
26. GOVERNMENTAL AUTHORITIES
Sinbadexpress may cooperate with governmental, regulatory, customs, law-enforcement, or other competent authorities where required or permitted by applicable law.
The Seller shall cooperate with lawful investigations and information requests.
27. LEGAL CHANGES
Sanctions and trade restrictions may change rapidly.
Sinbadexpress may update this Annex without waiting for the next general revision of the Agreement where necessary to comply with changes in applicable law or regulatory requirements, subject to applicable notice requirements.
28. PLATFORM DISCRETION
Sinbadexpress may impose restrictions that are more stringent than the minimum legal requirements where reasonably necessary to:
- Protect the Platform;
- Protect payment relationships;
- Protect logistics relationships;
- Manage compliance risk;
- Protect customers; or
- Maintain lawful Platform operations.
29. NO GUARANTEE OF INTERNATIONAL AVAILABILITY
The availability of a product, Seller, shipping service, payment method, or Platform feature in one country does not guarantee availability in another country.
Sinbadexpress may limit international sales by:
- Country;
- Region;
- Product;
- Seller;
- Payment method;
- Shipping method; or
- Other applicable criteria.
30. SELLER REPRESENTATIONS
The Seller represents and warrants that:
- It will comply with applicable sanctions and trade restrictions;
- It will not knowingly conduct prohibited transactions;
- It will provide accurate information concerning destinations and transaction participants;
- It will obtain required export or other governmental authorizations;
- It will not intentionally evade sanctions or trade controls; and
- It will cooperate with reasonable compliance reviews.
31. SELLER INDEMNIFICATION
To the extent caused by the Seller's negligence, misconduct, breach of the Agreement, violation of applicable sanctions, or violation of applicable law, the Seller shall indemnify and hold harmless Sinbadexpress from third-party claims, penalties, losses, costs, or liabilities arising from the Seller's unlawful or non-compliant activities. This provision is subject to Article 67 of the Agreement.
32. COMPLIANCE PROGRAM
Sinbadexpress may maintain a sanctions and trade-compliance program that may include:
- Restricted-party screening;
- Transaction monitoring;
- Geographic restrictions;
- Product restrictions;
- Seller due diligence;
- Payment screening;
- Shipping screening;
- Compliance investigations; and
- Other reasonable compliance controls.
33. THIRD-PARTY SERVICE PROVIDERS
Sinbadexpress may use third-party providers for:
- Sanctions screening;
- Identity verification;
- Payment processing;
- Shipping;
- Customs services;
- Compliance monitoring; and
- Other related services.
Such providers may apply additional restrictions or requirements.
34. FALSE INFORMATION
The Seller shall not provide false, incomplete, misleading, or materially inaccurate information relating to:
- Seller identity;
- Buyer identity;
- Ultimate consignee;
- Destination;
- Product;
- Product value;
- Country of origin;
- End use; or
- Other material transaction information.
35. REPORTING OBLIGATION
The Seller shall promptly notify Sinbadexpress if it becomes aware of:
- A sanctions violation;
- A suspected sanctions violation;
- A prohibited transaction;
- A regulatory investigation;
- A government enforcement action; or
- Other material compliance concerns relating to transactions conducted through the Platform.
36. COMPLIANCE INVESTIGATION
Sinbadexpress may investigate suspected violations of this Annex.
The investigation may include review of:
- Seller records;
- Transaction information;
- Shipping records;
- Customer information;
- Payment information;
- Product information;
- Customs documentation; and
- Other relevant information.
37. ENFORCEMENT MEASURES
Depending on the nature and severity of the issue, Sinbadexpress may:
- Request additional information;
- Place a transaction on hold;
- Reject a transaction;
- Cancel an order;
- Restrict shipping;
- Withhold or delay settlement where permitted by law;
- Remove products;
- Restrict international selling;
- Suspend the Seller Account; or
- Terminate the Agreement.
38. NO LIABILITY FOR LEGALLY REQUIRED RESTRICTIONS
To the fullest extent permitted by applicable law, Sinbadexpress shall not be liable for refusing, delaying, suspending, cancelling, or restricting a transaction where such action is reasonably necessary to comply with applicable sanctions, trade restrictions, governmental requirements, payment restrictions, or carrier requirements.
39. AMENDMENTS
Sinbadexpress may amend this Annex where necessary due to:
- Changes in sanctions laws;
- Changes in export-control requirements;
- Changes in trade restrictions;
- Governmental directives;
- Payment provider requirements;
- Carrier restrictions;
- Regulatory developments; or
- Other legitimate compliance requirements.
Material changes shall be communicated to Sellers within a reasonable period where practicable and subject to applicable law.
40. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- International transactions may be subject to sanctions and trade restrictions;
- Certain countries, territories, persons, entities, products, and transactions may be prohibited or restricted;
- Sinbadexpress may conduct sanctions and compliance screening;
- Transactions may be held, rejected, or cancelled for compliance reasons;
- The Seller is responsible for providing accurate transaction and customs information;
- The Seller must not attempt to evade sanctions or trade restrictions; and
- Violations may result in account restrictions, suspension, termination, and other lawful enforcement actions.
41. PRECEDENCE
This Annex forms an integral part of the Agreement.
In the event of a conflict between this Annex and the main Agreement, the provisions of the main Agreement shall prevail unless the Agreement expressly provides otherwise.
ANNEX-12
DATA PROCESSING ADDENDUM (DPA)
Effective Date: 07/05/2026
Last Updated: 07/05/2026
1. PURPOSE AND SCOPE
This Data Processing Addendum (“DPA”) forms an integral part of the Sinbadexpress Seller Membership and Marketplace Services Agreement (the “Agreement”) and governs the processing of Personal Data by the Parties in connection with the Seller's use of the Sinbadexpress Platform.
This DPA applies where one Party processes Personal Data on behalf of the other Party in connection with the Services and where applicable data protection law requires such processing to be governed by a written agreement.
2. DEFINITIONS
For purposes of this DPA:
“Applicable Data Protection Law” means all applicable federal, state, local, and international privacy and data protection laws and regulations applicable to the processing of Personal Data under the Agreement.
“Data Controller” means the person or entity that determines the purposes and means of processing Personal Data.
“Data Processor” means the person or entity that processes Personal Data on behalf of a Data Controller.
“Data Subject” means an identified or identifiable individual whose Personal Data is processed.
“Personal Data” means information relating to an identified or identifiable individual, or any equivalent term defined under Applicable Data Protection Law.
“Processing” means any operation performed on Personal Data, including collection, access, storage, use, disclosure, transmission, modification, retrieval, or deletion.
“Security Incident” means a confirmed unauthorized access to, acquisition, disclosure, alteration, loss, destruction, or other compromise of Personal Data.
“Subprocessor” means a third party engaged by a Data Processor to process Personal Data on its behalf.
3. ROLE OF THE PARTIES
3.1. The Parties acknowledge that their respective roles may vary depending on the specific processing activity.
3.2. For Personal Data processed by Sinbadexpress for the operation of the Platform, Sinbadexpress may act as a Data Controller where it determines the purposes and means of processing.
3.3. Where Sinbadexpress processes Personal Data solely on behalf of a Seller and under the Seller's documented instructions, Sinbadexpress may act as a Data Processor.
3.4. The Seller may act as a Data Controller where it determines the purposes and means of processing Buyer or other Personal Data received through the Platform.
3.5. The Parties shall comply with the obligations applicable to their respective roles under Applicable Data Protection Law.
4. PROCESSING INSTRUCTIONS
Where Sinbadexpress acts as a Data Processor for the Seller, Sinbadexpress shall process Personal Data only:
- To provide the Services;
- To perform the Agreement;
- To comply with documented instructions from the Seller;
- To maintain and secure the Platform;
- To prevent fraud and abuse where permitted;
- To comply with applicable law; and
- For other purposes expressly permitted by the Agreement or Applicable Data Protection Law.
5. SELLER INSTRUCTIONS
5.1. The Seller's instructions concerning Processing shall be consistent with the Agreement and Applicable Data Protection Law.
5.2. The Seller shall not instruct Sinbadexpress to process Personal Data in a manner that would violate Applicable Data Protection Law.
5.3. Additional processing instructions may be provided through the Seller Panel, Platform procedures, written communications, or other documented means.
6. PROCESSING ACTIVITIES
Depending on the Services used by the Seller, Personal Data may be processed for purposes including:
- Account management;
- Order processing;
- Payment administration;
- Shipping and delivery;
- Customer support;
- Returns and refunds;
- Fraud prevention;
- Dispute resolution;
- Advertising and marketing where authorized;
- Fulfillment;
- API and system integrations;
- Seller performance management; and
- Other purposes necessary to provide the Services.
7. CATEGORIES OF PERSONAL DATA
Depending on the Services, Personal Data may include:
- Name;
- Email address;
- Telephone number;
- Billing information;
- Shipping address;
- Delivery information;
- Order information;
- Transaction information;
- Customer communications;
- Account information;
- IP address;
- Device information;
- Authentication information;
- Platform activity information; and
- Other information necessary to provide the Services.
8. CATEGORIES OF DATA SUBJECTS
Depending on the Services, Data Subjects may include:
- Buyers;
- Seller personnel;
- Seller representatives;
- Authorized users;
- Customer-service contacts;
- Delivery recipients;
- Business contacts; and
- Other individuals whose Personal Data is processed in connection with the Services.
9. SPECIAL CATEGORIES OF PERSONAL DATA
The Seller shall not intentionally provide Sinbadexpress with sensitive or special-category Personal Data unless:
- Such Processing is necessary for the Services;
- The Processing is legally permitted;
- Appropriate safeguards are implemented; and
- Sinbadexpress has agreed to such Processing where required.
The Seller shall not use the Platform to unlawfully process sensitive Personal Data.
10. CONFIDENTIALITY
10.1. Persons authorized by Sinbadexpress to process Personal Data shall be subject to appropriate confidentiality obligations.
10.2. Personal Data shall not be disclosed to unauthorized persons.
10.3. Confidentiality obligations shall continue after termination of the Agreement to the extent required by Applicable Data Protection Law or the nature of the information.
11. SECURITY OF PROCESSING
Sinbadexpress shall implement reasonable technical and organizational measures appropriate to the risks associated with Processing Personal Data.
Such measures may include:
- Access controls;
- Authentication procedures;
- Encryption where appropriate;
- Network security;
- Logging and monitoring;
- Backup procedures;
- Vulnerability management;
- Incident-response procedures;
- Employee confidentiality controls; and
- Other reasonable security measures.
12. SELLER SECURITY RESPONSIBILITIES
The Seller shall implement appropriate safeguards for Personal Data that it receives through the Platform.
The Seller shall:
- Restrict access to authorized personnel;
- Protect account credentials;
- Use appropriate security measures;
- Prevent unauthorized disclosure;
- Maintain secure systems;
- Promptly address security vulnerabilities; and
- Comply with Applicable Data Protection Law.
13. SUBPROCESSORS
13.1. Sinbadexpress may engage Subprocessors to provide services related to the Platform.
Subprocessors may include providers of:
- Cloud infrastructure;
- Hosting;
- Payment processing;
- Shipping;
- Fulfillment;
- Customer support;
- Analytics;
- Security;
- Communications;
- Data storage; and
- Other technology or operational services.
13.2. Sinbadexpress shall remain responsible for the performance of its Subprocessors to the extent required by Applicable Data Protection Law.
13.3. Sinbadexpress may require Subprocessors to enter into written agreements imposing appropriate data protection obligations.
14. SUBPROCESSOR CHANGES
Sinbadexpress may add or replace Subprocessors where reasonably necessary to provide or improve the Services.
Where required by Applicable Data Protection Law, Sinbadexpress may provide notice of material Subprocessor changes.
15. DATA SUBJECT REQUESTS
Where Sinbadexpress processes Personal Data on behalf of the Seller, Sinbadexpress shall, where reasonably practicable and legally required, assist the Seller in responding to Data Subject requests.
Such requests may include:
- Access;
- Correction;
- Deletion;
- Restriction;
- Portability;
- Objection; and
- Other rights provided by Applicable Data Protection Law.
16. DATA SUBJECT REQUESTS RECEIVED BY SINBADEXPRESS
If Sinbadexpress receives a Data Subject request relating to Personal Data for which the Seller is the Data Controller, Sinbadexpress may:
- Forward the request to the Seller;
- Provide reasonable assistance;
- Respond directly where required by law; or
- Take another legally appropriate action.
17. SELLER RESPONSIBILITY FOR DATA SUBJECT RIGHTS
Where the Seller acts as Data Controller, the Seller shall be responsible for:
- Providing legally required privacy notices;
- Establishing lawful processing grounds;
- Responding to Data Subject requests;
- Maintaining appropriate records;
- Obtaining required consents where applicable; and
- Complying with Applicable Data Protection Law.
18. SECURITY INCIDENT NOTIFICATION
18.1. Sinbadexpress shall notify the Seller without undue delay after becoming aware of a confirmed Security Incident affecting Personal Data processed on behalf of the Seller, where notification is required by Applicable Data Protection Law.
18.2. The notification may include, where reasonably available:
- Nature of the incident;
- Categories of affected Personal Data;
- Approximate number of affected Data Subjects;
- Measures taken to mitigate the incident;
- Remedial actions; and
- Other information reasonably necessary for the Seller's compliance obligations.
18.3. The Seller shall promptly notify Sinbadexpress of Security Incidents affecting Personal Data received from or processed in connection with the Platform.
19. INCIDENT COOPERATION
The Parties shall reasonably cooperate in connection with Security Incidents, including:
- Investigation;
- Containment;
- Remediation;
- Risk assessment;
- Regulatory notifications where applicable; and
- Communications required by law.
Each Party shall bear its own costs unless otherwise provided by the Agreement or Applicable Data Protection Law.
20. DATA PROTECTION IMPACT ASSESSMENTS
Where required by Applicable Data Protection Law, Sinbadexpress shall provide reasonable information and assistance necessary for the Seller to conduct a Data Protection Impact Assessment relating to Processing performed by Sinbadexpress on the Seller's behalf.
21. REGULATORY COOPERATION
The Parties shall reasonably cooperate with competent data protection authorities where required by Applicable Data Protection Law.
Neither Party shall knowingly obstruct a lawful regulatory investigation.
22. INTERNATIONAL DATA TRANSFERS
Where Personal Data is transferred across national borders, the Parties shall comply with Applicable Data Protection Law governing such transfers.
Where required, the Parties shall implement an appropriate lawful transfer mechanism.
23. CROSS-BORDER PROCESSING
Personal Data may be processed or stored in jurisdictions other than the jurisdiction in which the Seller or Data Subject is located.
The Seller acknowledges that international Processing may be necessary for the operation of the Platform and related Services.
Where required by law, appropriate safeguards shall be implemented.
24. DATA RETENTION
24.1. Personal Data shall be retained only for as long as reasonably necessary for the applicable purpose, unless a longer retention period is required by law.
24.2. Sinbadexpress may retain certain information after termination of the Agreement where reasonably necessary for:
- Legal compliance;
- Fraud prevention;
- Security;
- Accounting;
- Dispute resolution;
- Regulatory requirements; or
- Other legitimate purposes permitted by law.
25. RETURN OR DELETION OF PERSONAL DATA
Upon termination of Services, and subject to Applicable Data Protection Law, Sinbadexpress shall:
- Return Personal Data;
- Delete Personal Data; or
- Anonymize Personal Data,
where reasonably required and technically practicable. This obligation shall not apply where retention is required or permitted by law.
26. BACKUPS
Personal Data may remain temporarily within backup systems following deletion.
Such data shall be protected and deleted or overwritten in accordance with applicable backup-retention procedures, unless retention is required by law.
27. DATA MINIMIZATION
The Parties shall seek to process only Personal Data reasonably necessary for the applicable purpose.
The Seller shall not intentionally provide unnecessary Personal Data to Sinbadexpress.
28. ACCURACY OF PERSONAL DATA
Each Party shall take reasonable measures to maintain accurate Personal Data within systems under its control.
Where a Party becomes aware that Personal Data is materially inaccurate, it shall take reasonable steps to correct the information where required by law.
29. AUDIT RIGHTS
29.1. Where required by Applicable Data Protection Law, the Seller may request reasonable information necessary to demonstrate Sinbadexpress's compliance with applicable processor obligations.
29.2. Audits shall:
- Be reasonably related to the Services;
- Be conducted during reasonable business hours;
- Minimize disruption to Sinbadexpress operations;
- Protect confidential information; and
- Not compromise the security of the Platform.
29.3. Where reasonably available, Sinbadexpress may satisfy audit requests through:
- Security certifications;
- Compliance reports;
- Third-party assessments;
- Policies;
- Questionnaires; or
- Other appropriate documentation.
30. SELLER AUDITS
Where the Seller processes Personal Data obtained through the Platform, Sinbadexpress may request reasonable information concerning the Seller's compliance with applicable data protection and security obligations.
The Seller shall cooperate with reasonable compliance requests.
31. DATA PROTECTION CONTACT
Each Party shall maintain a reasonable means for receiving privacy and data protection communications.
Where a Party has designated a Data Protection Officer or privacy contact, it may provide the applicable contact information to the other Party.
32. GOVERNMENT REQUESTS
If Sinbadexpress receives a legally binding governmental request for Personal Data processed on behalf of the Seller, Sinbadexpress may disclose the information where legally required.
Where legally permitted, Sinbadexpress may notify the Seller before responding to such request.
33. LEGAL REQUIREMENTS
Where Sinbadexpress is required by applicable law to process Personal Data in a manner inconsistent with the Seller's instructions, Sinbadexpress may process the Personal Data as legally required.
Where legally permitted, Sinbadexpress may notify the Seller of such requirement.
34. DATA PROTECTION COMPLIANCE BY SELLER
The Seller shall ensure that its collection, use, disclosure, storage, and other Processing of Personal Data complies with Applicable Data Protection Law.
The Seller shall maintain an appropriate lawful basis for its Processing activities.
35. PRIVACY NOTICES
The Seller shall provide appropriate privacy notices to Data Subjects where required by Applicable Data Protection Law.
The Seller shall not represent that Sinbadexpress has approved or certified the Seller's privacy practices unless expressly authorized.
36. MARKETING AND COMMUNICATIONS
Where the Seller uses Personal Data obtained through the Platform for marketing or promotional communications, the Seller shall comply with applicable:
- Privacy laws;
- Electronic communications laws;
- Consent requirements;
- Opt-out requirements; and
- Other applicable marketing regulations.
37. PROHIBITED USE OF PERSONAL DATA
The Seller shall not:
- Sell Personal Data obtained through the Platform;
- Use Personal Data for unauthorized profiling;
- Use Personal Data for unlawful discrimination;
- Contact customers for unauthorized purposes;
- Transfer Personal Data to unauthorized third parties;
- Use Personal Data to facilitate fraud; or
- Otherwise misuse Personal Data.
38. DATA SHARING WITH THIRD PARTIES
The Seller shall not disclose Personal Data obtained through Sinbadexpress to third parties unless:
- The disclosure is necessary for an authorized purpose;
- The disclosure is legally permitted;
- Appropriate safeguards are implemented; and
- The disclosure complies with the Agreement and applicable Platform policies.
39. SECURITY OF API DATA
Where Personal Data is accessed through Sinbadexpress APIs, the Seller shall comply with:
- Annex-10;
- Applicable security requirements;
- Access-control requirements;
- Credential-management requirements; and
- Applicable data protection laws.
40. FULFILLMENT AND LOGISTICS DATA
Where Personal Data is processed in connection with fulfillment, warehousing, shipping, or delivery services, the Parties shall process such information only for legitimate purposes associated with those Services.
Access to shipping and delivery information shall be limited to persons who reasonably require it.
41. PAYMENT DATA
Payment information may be processed by third-party payment service providers.
The Seller shall not request or store payment card information obtained through the Platform except where expressly authorized and legally permitted.
Where applicable, payment information shall be handled in accordance with applicable payment-security requirements.
42. CHILDREN'S DATA
The Parties shall comply with applicable laws governing the collection and Processing of Personal Data relating to children.
The Seller shall not knowingly use the Platform to unlawfully collect or process children's Personal Data.
43. SPECIAL DATA CATEGORIES
The Seller shall not use Personal Data obtained through the Platform to infer or unlawfully process sensitive characteristics or special categories of Personal Data.
Any Processing of such information must comply with Applicable Data Protection Law.
44. CONFIDENTIALITY AND DATA PROTECTION
Data protection obligations under this DPA are in addition to the confidentiality obligations contained in the Agreement.
Where an obligation is more protective of Personal Data, the more protective obligation shall apply to the extent legally required.
45. LIABILITY
Each Party shall be responsible for its own violations of Applicable Data Protection Law and its obligations under this DPA.
Nothing in this DPA shall expand or reduce a Party's liability beyond the limitations and exclusions established in the Agreement, except to the extet such limitation is prohibited by Applicable Data Protection Law.
46. INDEMNIFICATION
Where permitted by applicable law, a Party that causes a third-party claim through its breach of Applicable Data Protection Law or this DPA shall be responsible for such claim to the extent provided under the indemnification provisions of the Agreement.
47. TERM
This DPA shall become effective on the Effective Date of the Agreement and shall remain effective for as long as Personal Data is processed in connection with the Services.
48. TERMINATION
Termination of the Agreement shall not automatically terminate obligations concerning Personal Data that must continue under Applicable Data Protection Law.
49. CHANGES TO DATA PROTECTION LAW
The Parties acknowledge that privacy and data protection laws may change.
Where necessary, the Parties shall reasonably cooperate to modify this DPA to maintain compliance with Applicable Data Protection Law.
50. AMENDMENTS TO THIS DPA
Sinbadexpress may update this DPA where reasonably necessary to:
- Reflect changes in Applicable Data Protection Law;
- Address new Platform Services;
- Address new security requirements;
- Reflect changes in data-processing practices;
- Address regulatory requirements; or
- Implement reasonable data protection improvements.
Material changes shall be communicated within a reasonable period where practicable.
51. ORDER OF PRECEDENCE
In the event of a conflict between this DPA and the Agreement concerning the Processing of Personal Data, this DPA shall control solely to the extent necessary to satisfy Applicable Data Protection Law.
In all other matters, the Agreement shall remain controlling.
52. SELLER ACKNOWLEDGMENT
By accepting the Agreement, the Seller acknowledges and agrees that:
- Personal Data must be processed only for lawful and authorized purposes;
- The Seller is responsible for its own privacy and data protection compliance;
- Appropriate technical and organizational safeguards must be maintained;
- Personal Data must not be sold or misused;
- Security Incidents must be reported promptly where required;
- Sinbadexpress may use Subprocessors to provide Platform Services;
- International data transfers may occur where legally permitted and appropriately safeguarded; and
- The Parties shall cooperate reasonably regarding data protection compliance.
53. PRECEDENCE
This DPA forms an integral part of the Agreement.
Except as expressly stated in Section 51, in the event of a conflict between this DPA and the main Agreement, the provisions of the main Agreement shall prevail.