Platform Terms & Conditions
AqNova Marketplace Policies & Disclosures
AQNOVA MARKETPLACE
Global Legal Footer Framework
Comprehensive Compliance & Platform Governance Reference
PLATFORM TERMS & CONDITIONS
Master Agreement Governing All Platform Access, Use & Transactions
Effective Date: April 7, 2026 | Version 1.0 | Arivon Holding Corporation
| ⚠ IMPORTANT LEGAL NOTICE PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE USING THE AQNOVA PLATFORM. BY CREATING AN ACCOUNT, COMPLETING A PURCHASE, LISTING A PRODUCT, OR OTHERWISE ACCESSING OR USING THE PLATFORM IN ANY WAY, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE LEGALLY BOUND BY THESE TERMS IN THEIR ENTIRETY. IF YOU DO NOT AGREE, YOU MUST IMMEDIATELY CEASE ALL USE. THESE TERMS CONTAIN A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER IN SECTION 2.14. |
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These Platform Terms & Conditions ("Terms," "Agreement," or "T&C") constitute the master legal agreement between AqNova Marketplace, operated by Arivon Holding Corporation ("AqNova," "we," "us," "our"), and any individual, business entity, or other legal person ("User," "you," "your") who accesses, registers on, browses, transacts through, or otherwise interacts with the AqNova platform, website, mobile application, API, or related services (collectively, the "Platform").
These Terms supersede all prior oral or written agreements, representations, or understandings between the parties with respect to the subject matter hereof. In the event of a conflict between these Terms and any supplemental policy, the supplemental policy shall govern with respect to its specific subject matter, and these Terms shall govern in all other respects.
| Document Hierarchy — AqNova Platform Governance Documents 1. Platform Terms & Conditions (this document) — Master Agreement 2. Privacy Policy — Data Collection, Processing & Rights (Section 3) 3. Cookie Policy — Tracking Technologies (Section 4) 4. Vendor Agreement — Seller-Specific Obligations (Section 5) 5. Buyer Protection Policy — Consumer Rights & Guarantees (Section 6) 6. Prohibited Products & Content Policy — Listing Compliance (Section 7) 7. Payment & Payout Terms — Financial Transactions (Section 8) All supplemental policies are incorporated herein by reference and form part of this Agreement. |
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2.1 Definitions & Interpretation
As used in these Terms, the following definitions apply:
"AqNova" or "Platform": The e-commerce marketplace, website(s), mobile applications, APIs, and associated digital services operated by Arivon Holding Corporation under the AqNova brand.
"Vendor": Any individual or entity that has registered a seller account on the Platform for the purpose of listing, advertising, or selling Products to Buyers.
"Buyer": Any individual or entity that uses the Platform to browse, purchase, or otherwise acquire Products offered by Vendors.
"User": All persons and entities accessing or using the Platform, including Vendors, Buyers, Visitors, Referral Partners, and Third-Party Integrators.
"Products": Goods, services, digital items, or other offerings listed for sale by Vendors on the Platform.
"Transaction": Any completed purchase, sale, or other commercial exchange facilitated through the Platform.
"Platform Fees": Commissions, subscription fees, listing fees, payment processing fees, and any other charges levied by AqNova on Vendors or Buyers in connection with Platform use.
"Intellectual Property" or "IP": All patents, trademarks, trade names, service marks, domain names, copyrights, trade secrets, moral rights, database rights, and all other intellectual property rights, whether registered or unregistered, throughout the world.
"Confidential Information": Any non-public business, technical, financial, or personal information disclosed by one party to another in connection with Platform use.
"Applicable Law": All federal, state, provincial, national, and local statutes, regulations, ordinances, directives, codes, and judicial or administrative orders applicable to a party or a Transaction in a given jurisdiction.
"Consumer": A User who is a natural person acting for purposes primarily outside their trade, business, or profession, as defined under applicable consumer protection law in their jurisdiction of residence.
"Business Day": A day other than a Saturday, Sunday, or public holiday in the jurisdiction of AqNova's registered principal office.
In these Terms: (a) headings are for convenience only and do not affect interpretation; (b) "including" means "including without limitation"; (c) references to statutes include amendments and successor legislation; (d) the singular includes the plural and vice versa; and (e) references to "writing" include email communications transmitted through official Platform channels.
2.2.1 Methods of Acceptance
Acceptance of these Terms occurs upon any of the following: (a) clicking "I Agree," "Create Account," "Continue," or any similar button during registration or checkout; (b) completing account registration on the Platform; (c) posting a Product listing; (d) placing or fulfilling an order; or (e) accessing or using any Platform feature after these Terms have been published. Each of the foregoing constitutes a legally binding manifestation of assent to these Terms.
2.2.2 Notice of Modifications
AqNova may amend these Terms at any time. For material changes, AqNova will provide advance notice as follows:
| Jurisdiction / User Type | Required Notice Period & Method |
|---|---|
| General (all Users) | 30 days — email notice + in-Platform banner notification |
| European Union Consumers | 60 days — email notice, per DSA Article 3(1)(t) and Platform-to-Business Regulation (EU) 2019/1150 |
| United Kingdom Consumers | 30 days — email notice + summary of changes, per UK DSA equivalents |
| Canada (all provinces) | 30 days — email notice; 15 days for changes required by regulatory action |
| Brazil Consumers | 30 days — notice via registered email, per LGPD Article 8 and CDC Article 6 |
| Australia Consumers | 30 days — email notice; material changes require affirmative re-consent |
| Changes Required by Law | Effective immediately upon regulatory mandate, with prompt user notification |
A Policy Change Log documenting all amendments, their effective dates, and a plain-language summary of changes is maintained at [aqnova.co/legal/changelog] and is accessible at any time. Continued use of the Platform following the effective date of any amendment constitutes binding acceptance of the revised Terms.
2.2.3 Right to Reject Amendments
Users who do not accept a material amendment may close their accounts without penalty prior to the effective date of the amendment. Vendor account closures under this provision will not result in early termination penalties, provided the vendor has fulfilled all outstanding order obligations. AqNova will process final payouts for pre-closure Transactions within the standard payout cycle.
2.3.1 Age of Majority
The Platform is intended exclusively for users who have attained the applicable age of legal majority. The following jurisdiction-specific minimum ages apply:
| Jurisdiction | Minimum Age | Legal Basis |
|---|---|---|
| United States (all states) | 18 years | State contract law; COPPA (under-13 prohibition) |
| European Union | 16 years (data); 18 years (contracts) | GDPR Art. 8; national contract law |
| United Kingdom | 18 years | Family Law Reform Act 1969; UK GDPR Art. 8 |
| Canada (most provinces) | 18 or 19 years (by province) | Provincial age of majority legislation |
| Quebec, Canada | 18 years | Civil Code of Quebec, Art. 153 |
| Brazil | 18 years | Brazilian Civil Code, Art. 3–5 |
| Japan | 18 years (effective April 2022) | Amended Civil Code (Act No. 89 of 2021) |
| Republic of Korea | 19 years | Civil Act, Art. 4 |
| Nigeria | 18 years | Age of Majority Law; FCCPA |
| South Africa | 18 years | Children's Act 38 of 2005 |
| Australia | 18 years | State and territory age of majority legislation |
| India | 18 years | Indian Majority Act 1875 |
| All other jurisdictions | 18 years or local majority age | Applicable national law |
Users in jurisdictions where the age of majority differs from 18 must meet the locally applicable threshold. By registering, each User represents and warrants that they meet the applicable minimum age requirement. AqNova reserves the right to verify age and to suspend or terminate accounts where misrepresentation is discovered.
2.3.2 Legal Capacity
All Users must have full legal capacity to enter into binding contracts. Persons under guardianship, conservatorship, or judicially determined incapacity are prohibited from independently creating accounts or entering into Transactions on the Platform. Business entities must be duly organized, validly existing, and in good standing under their jurisdiction of formation, and the individual completing registration must have full authority to bind the entity.
2.3.3 Prohibited Persons
The following are ineligible to use the Platform and are strictly prohibited from accessing it:
Persons designated as Specially Designated Nationals (SDNs) or Blocked Persons by the US Department of Treasury's Office of Foreign Assets Control (OFAC).
Entities listed on the EU Consolidated Sanctions List, the UN Security Council Consolidated List, the UK Sanctions List administered by OFSI, or equivalent national sanctions registers.
Persons in jurisdictions subject to comprehensive US, EU, UK, or UN trade sanctions (including but not limited to currently sanctioned territories as listed by OFAC at the time of access).
Persons previously banned from the Platform for material policy violations, fraud, or abuse.
Persons acting as undisclosed agents of sanctioned states, terrorist-designated organizations, or entities subject to debarment under applicable export control law.
2.4.1 Registration Requirements
To access full Platform functionality, Users must complete the registration process by providing accurate, current, and complete information as prompted. Required information includes: full legal name or business entity name; valid email address; country of residence or incorporation; and, for Vendors, business registration number, tax identification, and banking details necessary for payouts. AqNova may require additional verification documentation for high-volume vendors, accounts in regulated product categories, or accounts flagged by fraud-detection systems.
2.4.2 Account Security Obligations
Each User is solely responsible for: (a) maintaining the confidentiality of their account credentials; (b) all activities that occur under their account, whether or not authorized; (c) notifying AqNova immediately at security@aqnova.co upon discovery of any unauthorized access or suspected breach of account security; and (d) logging out of their account at the end of each session on shared or public devices.
AqNova implements industry-standard security measures, including encryption in transit and at rest, multi-factor authentication options, and automated anomaly detection. Notwithstanding the foregoing, AqNova is not liable for losses arising from a User's failure to maintain adequate account security, except to the extent required by applicable mandatory law.
2.4.3 Account Verification & Identity
AqNova conducts identity verification and Know Your Customer (KYC) procedures in accordance with applicable anti-money laundering (AML) regulations, including the US Bank Secrecy Act, the EU's Anti-Money Laundering Directives (AMLDs), Canada's Proceeds of Crime (Money Laundering) and Terrorist Financing Act (PCMLTFA), and equivalent national frameworks. Vendors processing above defined transaction thresholds are subject to enhanced due diligence, including document verification and, where required by law, beneficial ownership disclosure.
2.4.4 Single Account Policy
Unless expressly authorized by AqNova in writing, each person or entity may maintain only one vendor account and one buyer account on the Platform. Creating duplicate or multiple accounts to circumvent suspensions, evade policy enforcement, or manipulate Platform systems is a material breach of these Terms and may result in permanent ban, forfeiture of outstanding funds subject to applicable law, and referral to law enforcement authorities.
2.5.1 License Grant
Subject to compliance with these Terms and all Platform policies, AqNova grants each registered User a limited, personal, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for its intended commercial purpose: buying or selling Products, or otherwise engaging with Platform features as designed. This license does not authorize any use that is inconsistent with these Terms or that exceeds the scope of normal Platform functionality.
2.5.2 Prohibited Uses
The following uses of the Platform are strictly prohibited:
Scraping, crawling, spidering, or otherwise extracting Platform data through automated means without AqNova's prior written consent.
Reverse engineering, decompiling, disassembling, or attempting to derive the source code of any Platform software or algorithm.
Interfering with, disrupting, or overburdening Platform servers, networks, or infrastructure, including through denial-of-service attacks or the transmission of malicious code.
Using the Platform to transmit unsolicited commercial communications, spam, phishing messages, or other deceptive communications.
Impersonating AqNova, any AqNova employee, another User, or any third party in connection with Platform activities.
Circumventing, disabling, or otherwise interfering with security features, access controls, or digital rights management mechanisms on the Platform.
Using Platform infrastructure to conduct or facilitate transactions outside of the Platform ("off-platform transactions") in violation of AqNova's off-platform transaction policy.
Engaging in any activity that violates Applicable Law, including but not limited to consumer protection laws, privacy laws, export control regulations, or anti-money laundering statutes.
Manipulating search rankings, review systems, recommendation engines, or any other Platform algorithm through artificial or inauthentic means.
Listing, selling, or facilitating the sale of Products on the Prohibited Products list maintained at [aqnova.co/legal/prohibited-products].
2.5.3 Platform Availability & Maintenance
AqNova provides the Platform on an "as available" basis and does not guarantee uninterrupted access. AqNova may perform scheduled maintenance, apply security patches, or implement system upgrades that result in temporary Platform downtime. AqNova will use commercially reasonable efforts to provide advance notice of planned downtime through in-Platform notifications or email where feasible. Unplanned outages due to infrastructure failures, cyberattacks, or other events outside AqNova's reasonable control do not constitute a breach of these Terms.
2.6.1 Listing Accuracy
Vendors represent and warrant that all Product listings are: (a) accurate, truthful, and not misleading in any material respect; (b) compliant with all applicable product safety, labeling, and advertising laws in every jurisdiction where the Product is offered for sale; (c) accompanied by complete and accurate shipping, return, and fulfillment policy disclosures; and (d) free from unauthorized third-party intellectual property, including counterfeit marks, infringing images, and unlicensed copyrighted content.
Vendors are solely responsible for monitoring and updating their listings to reflect changes in pricing, availability, product specifications, and regulatory compliance requirements. AqNova reserves the right to remove or modify listings that it determines, in its sole discretion, to be inaccurate, misleading, non-compliant, or otherwise in violation of Platform policies.
2.6.2 Product Compliance & Regulatory Obligations
Vendors are solely and exclusively responsible for ensuring that all Products offered on the Platform comply with applicable product safety, labeling, certification, and regulatory requirements in every jurisdiction where the Product is sold or delivered. The following non-exhaustive examples illustrate jurisdiction-specific compliance obligations:
| Jurisdiction / Regulation | Applicable Vendor Obligations |
|---|---|
| United States — CPSC | Consumer Product Safety Improvement Act (CPSIA) compliance; applicable product testing and certification; mandatory recall reporting obligations. |
| United States — FDA | Food, Drug & Cosmetic Act compliance for applicable product categories (food, supplements, cosmetics, medical devices). Proper labeling per 21 C.F.R. |
| United States — FTC | FTC Endorsement Guides compliance; accurate environmental marketing claims per FTC Green Guides (16 C.F.R. Part 260). |
| European Union — CE Marking | CE marking and applicable EU directives (e.g., Low Voltage Directive, REACH Regulation, RoHS Directive, General Product Safety Regulation). |
| European Union — GDPR | Compliance with GDPR where vendor processes personal data of EU data subjects independently of AqNova's platform-level processing. |
| United Kingdom — UKCA | UK Conformity Assessed (UKCA) marking for applicable product categories post-Brexit. |
| Canada — Health Canada | Compliance with the Canada Consumer Product Safety Act (CCPSA); applicable Food and Drug Regulations; bilingual (English/French) labeling for products sold in Canada. |
| Brazil — INMETRO | Compulsory certification (OCP) for regulated products; ANVISA authorization for health/beauty products; Portuguese-language labeling. |
| Nigeria — NAFDAC | National Agency for Food and Drug Administration and Control (NAFDAC) registration for food, drugs, and cosmetics. |
| South Africa — NRCS | National Regulator for Compulsory Specifications (NRCS) compliance for regulated products. |
| Australia — ACCC | Australian Consumer Law (Competition and Consumer Act 2010) compliance; mandatory safety standards for applicable product categories. |
| India — BIS | Bureau of Indian Standards (BIS) certification for mandatory certification scheme products; Legal Metrology Act compliance for packaged goods. |
2.6.3 Tax Obligations
Vendors are solely responsible for determining, collecting, reporting, and remitting all taxes applicable to their sales on the Platform, including sales tax, GST/HST, VAT, withholding tax, and all other applicable taxes, except to the extent AqNova assumes collection and remittance obligations as a marketplace facilitator or deemed supplier under applicable law (see Section 2.10 — Tax Provisions).
2.6.4 Fulfillment Standards
Vendors agree to fulfill all orders placed through the Platform in accordance with the shipping timelines, packaging standards, and service level commitments stated in their listings. Vendors must: (a) dispatch orders within the stated processing time; (b) provide valid tracking information for all shipped orders; (c) promptly communicate with Buyers regarding delays, substitutions, or fulfillment issues; and (d) process valid returns and refunds within the timelines specified in their return policy and required by Applicable Law.
2.6.5 Sustainability Representations
AqNova is a curated marketplace for sustainable, organic, and eco-friendly products. Vendors making sustainability claims — including but not limited to "organic," "eco-friendly," "carbon neutral," "biodegradable," "Fair Trade," or "sustainably sourced" — must hold, and be prepared to provide on request, valid third-party certifications, audit reports, or other documentation substantiating such claims. Unsubstantiated environmental claims constitute a material breach of these Terms and may violate applicable green marketing laws, including the FTC Green Guides, the EU Green Claims Directive, the UK Competition and Markets Authority (CMA) Green Claims Code, and equivalent national frameworks.
2.7.1 Buyer Representations
By placing an order on the Platform, each Buyer represents and warrants that: (a) they are authorized to use the payment method provided; (b) the billing and shipping information provided is accurate and complete; (c) they are purchasing for lawful purposes and in compliance with Applicable Law; and (d) for orders involving regulated products (e.g., dietary supplements, electrical goods, items with age restrictions), they meet all applicable eligibility requirements.
2.7.2 Consumer Rights — Jurisdiction-Specific Protections
AqNova acknowledges and honors mandatory consumer rights under applicable law. The following non-exhaustive summary identifies key consumer protections that apply notwithstanding any contrary provision in these Terms:
| Jurisdiction | Key Mandatory Consumer Rights |
|---|---|
| European Union | 14-day right of withdrawal for distance sales (EU Consumer Rights Directive 2011/83/EU); legal guarantee of conformity (min. 2 years); right to repair, replace, or refund for non-conforming goods. |
| United Kingdom | 30-day right to reject faulty goods; 6-month right to repair/replace (Consumer Rights Act 2015); 14-day cancellation right (Consumer Contracts Regulations 2013). |
| United States — California | Implied warranty of merchantability; Song-Beverly Consumer Warranty Act protections; 30-day right to return for defective goods. Auto-renewal disclosure obligations under ARPL. |
| Canada | Provincial consumer protection rights including Ontario's Consumer Protection Act, 2002; Quebec's Consumer Protection Act (right to cancel contracts within applicable periods); implied warranties under provincial Sale of Goods Acts. |
| Australia | Consumer guarantees under Australian Consumer Law (Competition and Consumer Act 2010, Sch. 2); non-excludable guarantees of acceptable quality, fit for purpose, and matching description. Remedies: repair, replace, refund. |
| Brazil | 5-day right of regret for distance/online purchases (CDC Art. 49); 30-day guarantee for non-durable goods; 90-day guarantee for durable goods (CDC Art. 26); mandatory repair, replacement, or refund for defective goods. |
| Nigeria | Consumer rights under FCCPA 2019, including right to safe products, right to redress, and right to truthful information. |
| South Africa | Consumer rights under CPA 2008, including 6-month right to return defective goods; right to safe products; right to disclosure. |
| Japan | Specified Commercial Transactions Act: mandatory disclosure requirements; right of withdrawal within 8 days for certain distance sales; Act Against Unjustifiable Premiums and Misleading Representations. |
| India | Consumer Protection Act 2019: right to be heard, right to redress, right to consumer education; mandatory acknowledgment within 48 hours of complaint. |
Nothing in these Terms is intended to, or shall, exclude, restrict, or modify any right or remedy available to a Consumer under mandatory consumer protection law in their jurisdiction of residence. In the event of a conflict between these Terms and mandatory local consumer law, the mandatory law shall prevail to the extent of the inconsistency.
2.7.3 Buyer Conduct Obligations
Buyers agree to: (a) pay for orders in full at the time of purchase or within any payment terms offered through Platform-approved financing options; (b) use the Platform's dispute resolution mechanisms rather than filing unauthorized chargebacks where a dispute can be reasonably resolved through Platform processes; (c) provide accurate delivery information; and (d) not engage in return fraud, purchase fraud, or any other conduct intended to obtain Products or refunds to which they are not entitled.
2.8.1 AqNova Platform IP
The AqNova name, logo, trade dress, platform architecture, source code, database compilations, user interface designs, recommendation algorithms, content curation systems, and all associated intellectual property are owned by or licensed to Arivon Holding Corporation and are protected worldwide under applicable intellectual property laws, including the US Lanham Act (15 U.S.C. § 1051 et seq.), the EU Trade Mark Regulation (EUTMR 2017/1001), the Canadian Trade-marks Act (R.S.C. 1985, c. T-13), the UK Trade Marks Act 1994, and the Agreement on Trade-Related Aspects of Intellectual Property Rights (TRIPS Agreement).
No license to AqNova's intellectual property is granted by these Terms other than the limited access license described in Section 2.5.1. Any unauthorized use, reproduction, modification, distribution, or creation of derivative works based on AqNova's intellectual property is strictly prohibited and may result in civil and criminal liability.
2.8.2 User Content License
By submitting, uploading, or posting any content to the Platform — including Product listings, photographs, descriptions, logos, brand assets, reviews, or other materials ("User Content") — each User grants AqNova a worldwide, non-exclusive, royalty-free, fully paid-up, sublicensable, transferable license to use, copy, store, display, distribute, adapt, and create derivative works from such User Content for the purposes of: operating and providing the Platform; marketing and promoting the Platform and AqNova's services (including use of Product images in advertising); improving Platform features and algorithms; and fulfilling legal and regulatory obligations.
This license survives the termination of a User's account for the limited purposes of: (a) completing Transactions initiated prior to termination; (b) maintaining legally mandated records; and (c) defending against legal claims related to the User's Platform activities.
2.8.3 User IP Warranties
Each User represents, warrants, and covenants that: (a) they own or have all necessary rights, licenses, and permissions to submit User Content and to grant the licenses described herein; (b) User Content does not infringe, misappropriate, or violate any third-party intellectual property rights, privacy rights, or publicity rights; and (c) User Content does not violate any Applicable Law.
2.8.4 Copyright Infringement Reporting
AqNova has implemented a copyright infringement reporting and takedown procedure consistent with: the Digital Millennium Copyright Act (DMCA), 17 U.S.C. § 512 (United States); EU Directive on Copyright in the Digital Single Market (2019/790); UK Copyright, Designs and Patents Act 1988; and equivalent national frameworks. Valid infringement notices must be submitted to dmca@aqnova.co and include all information required under the applicable statute. AqNova will process valid notices promptly and has adopted a repeat-infringer termination policy.
2.9.1 Privacy Policy Incorporation
AqNova's collection, use, storage, transfer, and protection of personal data is governed by the AqNova Privacy Policy (Section 3 of the Platform Governance Documents), which is incorporated herein by reference. By using the Platform, each User acknowledges the Privacy Policy and consents to data processing as described therein, to the extent required by Applicable Law. In the event of any conflict between these Terms and the Privacy Policy with respect to data processing matters, the Privacy Policy shall govern.
2.9.2 Global Data Protection Compliance
AqNova processes personal data in compliance with applicable data protection frameworks across all operating jurisdictions, including:
General Data Protection Regulation (GDPR, EU 2016/679) and national implementing legislation across EU member states.
UK General Data Protection Regulation (UK GDPR) and Data Protection Act 2018.
California Consumer Privacy Act (CCPA) as amended by the California Privacy Rights Act (CPRA).
Personal Information Protection and Electronic Documents Act (PIPEDA) and provincial privacy legislation in Canada.
Lei Geral de Proteção de Dados (LGPD, Brazil — Law 13,709/2018).
Nigeria Data Protection Act 2023 and Nigeria Data Protection Regulation (NDPR 2019).
Protection of Personal Information Act (POPIA, South Africa — Act 4 of 2013).
Digital Personal Data Protection Act 2023 (DPDPA, India).
Personal Data Protection Act 2012 (PDPA, Singapore).
Act on the Protection of Personal Information (APPI, Japan — amended 2022).
Personal Information Protection Act (PIPA, Republic of Korea).
Privacy Act 1988 (Australia) and Australian Privacy Principles (APPs).
2.9.3 Electronic Communications
By creating an account, Users consent to receive transactional communications from AqNova electronically, including: order confirmations; shipping and tracking notifications; account security alerts; payment receipts; and legally required disclosures. These transactional communications are not subject to opt-out, as they are necessary for Platform operation.
Marketing and promotional communications are subject to Users' opt-in preferences and applicable law, including the US CAN-SPAM Act, Canada's Anti-Spam Legislation (CASL), the EU ePrivacy Directive, the UK Privacy and Electronic Communications Regulations (PECR), and equivalent frameworks. Users may update their communication preferences at any time through account settings.
2.10.1 Marketplace Facilitator Obligations
In jurisdictions where AqNova qualifies as a "marketplace facilitator" or equivalent under applicable tax law, AqNova will calculate, collect, and remit applicable sales taxes, GST/HST, or VAT on behalf of Vendors for qualifying Transactions, as follows:
| Jurisdiction | Marketplace Facilitator / Deemed Supplier Rules |
|---|---|
| United States — All States with MF Laws | AqNova collects and remits state and local sales/use tax as marketplace facilitator per applicable state statutes (including California Rev. & Tax Code § 6041 et seq.; New York Tax Law § 1101(b)(8)(vi); and equivalent statutes in all 45 states with sales tax). |
| European Union | AqNova acts as deemed supplier for B2C sales by non-EU vendors to EU consumers under EU VAT Directive (2006/112/EC, Art. 14a), collecting and remitting VAT via the OSS (One-Stop Shop) scheme. |
| United Kingdom | AqNova collects and remits UK VAT as a deemed supplier for applicable online marketplace sales under the UK VAT Act 1994, Section 47A. |
| Canada | AqNova collects and remits GST/HST as a registered supplier in applicable circumstances under the Excise Tax Act (R.S.C. 1985, c. E-15). Provincial sales taxes apply as required. |
| Australia | AqNova collects and remits GST for cross-border supplies as required under the A New Tax System (Goods and Services Tax) Act 1999 and the Electronic Distribution Platform (EDP) rules. |
| Brazil | Vendors are responsible for ICMS and ISS compliance. AqNova provides data reporting support where required by SEFAZ authorities. |
| Nigeria, Kenya, Ghana | AqNova cooperates with Federal Inland Revenue Service (FIRS), Kenya Revenue Authority (KRA), and Ghana Revenue Authority (GRA) for applicable digital services tax compliance. |
| India | Tax Collected at Source (TCS) obligations under Section 52 of the CGST Act 2017 apply. AqNova collects TCS at the prescribed rate from Vendor payouts for India-domiciled sales. |
| Colombia | Digital services VAT compliance per Ley 1819 de 2016 and Resolución DIAN. |
| Chile | Impuesto al Valor Agregado (IVA) on digital services per Ley 21,210. |
2.10.2 Vendor Tax Responsibilities
Notwithstanding AqNova's marketplace facilitator obligations, Vendors remain solely responsible for: (a) all income taxes, corporate taxes, and equivalent taxes on revenues earned through the Platform; (b) any taxes not assumed by AqNova under applicable law; (c) filing all required tax returns and reports in their jurisdiction of tax residence; (d) maintaining complete and accurate financial records for the periods required by Applicable Law; and (e) providing AqNova with any tax identification, VAT registration numbers, or other information required for AqNova's compliance reporting obligations.
2.10.3 Tax Information Reporting
AqNova will issue applicable tax information forms to Vendors as required by law, including IRS Form 1099-K (United States), T4A (Canada), and equivalent forms in other jurisdictions. Thresholds and timelines for issuance are determined by applicable law and are subject to change. Vendors are responsible for providing accurate taxpayer identification information and for updating such information promptly upon any change.
2.11.1 Platform Fees
AqNova charges Vendors Platform Fees in accordance with the current fee schedule published at [aqnova.co/fees], which is incorporated herein by reference. Platform Fees may include: commission fees on completed Transactions (expressed as a percentage of the total transaction value); monthly or annual subscription fees for seller plan tiers; listing enhancement fees; and payment processing fees passed through from third-party payment processors. AqNova reserves the right to modify its fee schedule upon 30 days' advance notice to affected Vendors.
2.11.2 Payment Processing
All payments on the Platform are processed by AqNova's third-party payment processing partners ("Payment Processors"). By using the Platform, Users agree to comply with the applicable terms and conditions of all relevant Payment Processors. AqNova is not responsible for errors, delays, or failures attributable to Payment Processors, financial institutions, or underlying payment networks. AqNova does not store full payment card numbers or card security codes; payment data is handled exclusively by PCI-DSS compliant Payment Processors.
2.11.3 Vendor Payouts
Vendor payouts will be processed in accordance with the payout schedule and terms specified in the Vendor Agreement (Section 5 of the Platform Governance Documents). AqNova reserves the right to place holds on Vendor payouts in the following circumstances: active dispute, chargeback, or return investigation; suspected fraud or AML flag; regulatory inquiry or legal hold; or Vendor account suspension. Held funds will be released or forfeited in accordance with the outcome of the relevant proceeding and applicable law.
2.11.4 Currency & Cross-Border Transactions
The Platform supports transactions in multiple currencies, as displayed at checkout. Currency conversion rates are determined by AqNova's Payment Processors and may include a conversion margin. AqNova is not responsible for fluctuations in currency exchange rates between order placement and payout settlement. International wire transfer fees and local banking charges may be deducted from Vendor payouts and are the responsibility of the receiving Vendor.
2.12.1 Disclaimer of Warranties
THE PLATFORM AND ALL CONTENT, FEATURES, AND SERVICES PROVIDED THROUGH IT ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO: IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, OR COMPLETENESS. AQNOVA DOES NOT WARRANT THAT: (A) THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF VIRUSES; (B) DEFECTS WILL BE CORRECTED; (C) PRODUCT LISTINGS ARE ACCURATE OR COMPLETE; OR (D) THE RESULTS OF USING THE PLATFORM WILL MEET ANY USER'S EXPECTATIONS.
This disclaimer does not apply to statutory consumer guarantees or implied warranties that cannot be excluded or limited under mandatory consumer protection law in the User's jurisdiction, including but not limited to Australian Consumer Law guarantees, UK Consumer Rights Act 2015 implied terms, EU Consumer Rights Directive guarantees, or equivalent mandatory protections.
2.12.2 Limitation of AqNova's Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, AQNOVA'S TOTAL AGGREGATE LIABILITY TO ANY USER FOR ALL CLAIMS, DAMAGES, LOSSES, OR EXPENSES ARISING FROM OR RELATING TO THE PLATFORM, THESE TERMS, OR ANY TRANSACTION CONDUCTED THROUGH THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL PLATFORM FEES PAID BY OR ATTRIBUTABLE TO THE APPLICABLE USER IN THE TWELVE (12) CALENDAR MONTHS IMMEDIATELY PRECEDING THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100.00).
IN NO EVENT SHALL AQNOVA, ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, LICENSORS, OR AGENTS BE LIABLE FOR ANY: INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES; LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITY; COST OF SUBSTITUTE GOODS OR SERVICES; OR LOSS OF ANTICIPATED SAVINGS — EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
The foregoing limitations do not apply: (i) to AqNova's liability for death or personal injury resulting from AqNova's negligence; (ii) for fraud or fraudulent misrepresentation by AqNova; (iii) to the extent applicable mandatory law in the User's jurisdiction prohibits limitation of consumer liability; or (iv) for AqNova's obligations under applicable data protection law.
2.12.3 Indemnification by Users
To the fullest extent permitted by Applicable Law, each User agrees to indemnify, defend (with counsel acceptable to AqNova), and hold harmless Arivon Holding Corporation, AqNova, and their respective affiliates, officers, directors, employees, contractors, licensors, and agents (collectively, "Indemnitees") from and against all third-party claims, actions, liabilities, damages, losses, costs, and expenses (including reasonable legal fees and disbursements) arising from or relating to: (a) the User's breach of these Terms or any Platform policy; (b) the User's violation of any Applicable Law; (c) the User's infringement of any third-party intellectual property, privacy, or other rights; (d) any Product sold, listed, or fulfilled by the User; or (e) the User's negligence, fraud, or willful misconduct. AqNova reserves the right to assume exclusive control of any matter subject to indemnification, at the User's cost.
2.13.1 Suspension by AqNova
AqNova may suspend a User's account or restrict Platform access, with or without prior notice depending on severity, in the following circumstances:
Credible evidence of fraud, identity theft, chargeback abuse, or payment fraud — immediate suspension without notice.
Apparent violation of applicable trade sanctions, AML regulations, or export control laws — immediate suspension without notice.
Receipt of a court order, regulatory directive, or law enforcement request — immediate compliance required.
Active investigation of a material policy violation — suspension with notice as soon as practicable.
Failure to cure a curable policy violation within the notice period specified by AqNova.
Technical security concerns, including suspected account compromise — immediate suspension with prompt notification to the User.
2.13.2 Termination by AqNova
AqNova may terminate a User's account and all associated access for cause upon 30 days' written notice for material policy violations (unless the violation requires immediate action under Section 2.13.1). Grounds for immediate termination without notice include: confirmed fraud; sanctions violations; child safety violations; repeated or egregious intellectual property infringement; and conduct posing a risk of criminal or regulatory liability to AqNova or other Platform participants.
Upon account termination, AqNova will: (a) fulfill all Buyer orders already confirmed to Buyers; (b) settle outstanding Vendor payouts net of applicable holds, chargebacks, and reserves within 90 days or as required by applicable law; (c) provide Vendors with a data export within 30 days, consistent with AqNova's Privacy Policy; and (d) retain account and transaction records for the periods required by applicable law.
2.13.3 EU & UK Platform-to-Business (P2B) Compliance
For Vendors established in or selling to Buyers in the European Union or United Kingdom, AqNova's suspension and termination practices comply with the requirements of EU Platform-to-Business Regulation (EU 2019/1150) and equivalent UK legislation, including: minimum 30-day advance notice for termination (with exceptions for illegal content, safety, security, or sanctioned party violations); written reasons for any restriction, suspension, or termination; and access to an internal complaint-handling system.
Vendors in the EU and UK may access AqNova's P2B complaint portal at [aqnova.co/p2b-complaints] and may escalate unresolved complaints to the designated mediators listed at [aqnova.co/p2b-mediators].
2.13.4 Termination by User
Users may terminate their accounts at any time by submitting a closure request through Platform settings. Account closure will be processed within 10 Business Days. Vendor account closure does not relieve Vendors of obligations with respect to: (a) pre-termination Transactions; (b) outstanding disputes or chargebacks; (c) tax reporting for Platform activities; or (d) any indemnification obligations arising from Platform activities prior to termination.
2.14 Dispute Resolution, Arbitration & Governing Law
| ⚠ IMPORTANT LEGAL NOTICE SECTION 2.14 CONTAINS A BINDING ARBITRATION PROVISION AND CLASS ACTION WAIVER. PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO BRING OR PARTICIPATE IN A CLASS OR COLLECTIVE ACTION. THESE PROVISIONS APPLY TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. CONSUMERS IN EU, UK, QUEBEC, AND CERTAIN OTHER JURISDICTIONS RETAIN ADDITIONAL RIGHTS. |
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2.14.1 Informal Resolution (Mandatory Pre-Condition)
Before initiating any formal dispute proceeding, the disputing party must: (a) send a written Notice of Dispute to legal@aqnova.com, describing the claim in reasonable detail and specifying the relief sought; (b) allow AqNova 30 calendar days from receipt to respond and attempt informal resolution; and (c) participate in good-faith negotiations during such period. This informal resolution process is a mandatory pre-condition to filing any arbitration demand or court action, except for emergency injunctive relief.
2.14.2 Binding Arbitration
If informal resolution fails, all disputes, claims, or controversies arising from or relating to these Terms, the Platform, or any Transaction shall be resolved by final and binding arbitration, on an individual basis, administered as follows:
| User Jurisdiction | Arbitration Rules & Seat |
|---|---|
| United States | American Arbitration Association (AAA) Commercial Arbitration Rules or Consumer Arbitration Rules, as applicable. Seat: City of the claimant's residence or, for business disputes, Wilmington, Delaware. |
| Canada (excl. Quebec) | ADR Chambers or ICDR Canada Rules. Seat: Toronto, Ontario. |
| Quebec, Canada | Arbitration under the Code of Civil Procedure of Quebec. Consumers in Quebec retain the right to access Quebec courts notwithstanding this arbitration clause. |
| European Union | International Chamber of Commerce (ICC) Rules. Seat: The Hague, Netherlands. EU consumers retain the right to access the EU ODR platform and national courts. |
| United Kingdom | London Court of International Arbitration (LCIA) Rules. Seat: London, England. UK consumers retain right to access UK courts for claims under the Consumer Rights Act 2015. |
| Brazil | Brazilian Consumer Arbitration Chamber (CBAC) or ICC Rules. Seat: São Paulo, Brazil. Consumers retain right to PROCON and the Brazilian special civil court (Juizado Especial). |
| Africa (all markets) | UNCITRAL Arbitration Rules. Seat: Nairobi, Kenya, or Johannesburg, South Africa, at the consumer's election. |
| Latin America (excl. Brazil) | ICC Rules or UNCITRAL Rules. Seat: Bogotá, Colombia (for Colombian users); Santiago, Chile (for Chilean users); Buenos Aires, Argentina (for Argentine users). |
| Asia-Pacific (excl. Australia) | Singapore International Arbitration Centre (SIAC) Rules. Seat: Singapore. |
| Australia | Australian Centre for International Commercial Arbitration (ACICA) Rules. Seat: Sydney, Australia. Australian consumers retain access to national courts and ACCC complaints. |
| India | Arbitration and Conciliation Act 1996. Seat: New Delhi or Mumbai at the parties' election. |
| All other jurisdictions | ICC Rules. Seat: Toronto, Ontario, Canada. |
Arbitration shall be conducted in the English language unless both parties agree otherwise or applicable law requires the use of another language. The arbitrator's award shall be final and binding and may be entered as a judgment in any court of competent jurisdiction. The parties each bear their own legal costs unless the arbitrator awards otherwise.
2.14.3 Class Action Waiver
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, ALL PARTIES WAIVE THE RIGHT TO PARTICIPATE IN ANY CLASS ACTION, COLLECTIVE ACTION, CONSOLIDATED PROCEEDING, MASS ARBITRATION, OR REPRESENTATIVE ACTION ARISING FROM OR RELATING TO THESE TERMS OR THE PLATFORM. EACH PARTY MAY BRING CLAIMS ONLY IN THEIR INDIVIDUAL CAPACITY.
This class action waiver does not apply to: (a) EU consumers, who retain rights under EU consumer protection law and may participate in collective redress mechanisms available under the EU Representative Actions Directive (2020/1828); (b) consumers in Quebec, Canada; (c) consumers in Australia exercising rights under the Australian Consumer Law; (d) any other consumer in a jurisdiction where class action waivers are void under mandatory law; or (e) claims under applicable data protection law that cannot be subject to mandatory pre-dispute arbitration.
2.14.4 Governing Law
These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, and applicable federal law of the United States, without regard to its conflict-of-law principles, except as follows:
EU consumers: mandatory consumer protection provisions of the EU member state of the consumer's habitual residence apply and cannot be derogated from by the choice of Delaware law.
UK consumers: mandatory provisions of English and Welsh law applicable to consumer contracts apply.
Canadian consumers: mandatory provisions of the applicable provincial consumer protection legislation apply.
Brazilian consumers: mandatory provisions of the Brazilian Consumer Defense Code (CDC) apply.
Australian consumers: mandatory provisions of the Australian Consumer Law apply.
All other consumers: mandatory provisions of the consumer's jurisdiction of habitual residence that cannot be excluded by contract apply.
For Business-to-Business (B2B) disputes, the governing law is exclusively that of the State of Delaware, United States.
2.14.5 Injunctive & Emergency Relief
Notwithstanding the arbitration provisions above, either party may seek emergency injunctive or other interim relief from a court of competent jurisdiction where necessary to prevent irreparable harm pending the resolution of an arbitration proceeding. The seeking of such relief does not constitute a waiver of the right to arbitration.
2.15.1 Force Majeure
Neither party shall be liable for any failure or delay in performing its obligations under these Terms to the extent such failure or delay results from causes beyond the party's reasonable control, including: acts of God; natural disasters (earthquakes, floods, hurricanes, wildfires); epidemic or pandemic declared by a recognized public health authority; war, armed conflict, terrorism, or civil unrest; government actions, embargoes, trade sanctions, or regulatory orders; widespread internet or telecommunications infrastructure failures; cyberattacks on third-party infrastructure; or labor disputes not involving the affected party's own workforce.
A party claiming force majeure must: (a) notify the other party as promptly as reasonably practicable after the event begins; (b) use commercially reasonable efforts to mitigate the effects of the event and resume performance; and (c) resume full performance as soon as the event ceases. Force majeure does not relieve Buyers of their obligation to pay for goods or services already received, nor does it relieve Vendors of their obligation to refund Buyers for orders that cannot be fulfilled.
2.15.2 Severability
If any provision of these Terms is held by a court or arbitrator of competent jurisdiction to be invalid, illegal, or unenforceable under Applicable Law, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or severed from these Terms if modification is not possible. The remaining provisions of these Terms shall continue in full force and effect and shall not be affected by the invalidity or unenforceability of any other provision. The parties agree to negotiate in good faith a replacement provision that, to the greatest extent possible, achieves the intent and economic effect of the severed provision.
2.15.3 Entire Agreement
These Terms, together with the Privacy Policy, Cookie Policy, Vendor Agreement (for Vendors), Buyer Protection Policy, and all other Platform Governance Documents incorporated herein by reference, constitute the entire agreement between AqNova and each User with respect to the subject matter hereof, and supersede all prior and contemporaneous agreements, representations, warranties, negotiations, and understandings, whether oral or written, between the parties regarding the Platform.
2.15.4 No Waiver
AqNova's failure to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. No waiver by AqNova of any breach of these Terms shall be construed as a waiver of any subsequent breach of the same or any other provision. All waivers by AqNova must be in writing and signed by an authorized representative to be effective.
2.15.5 Assignment
Users may not assign, transfer, delegate, or sublicense any of their rights or obligations under these Terms without AqNova's prior written consent. Any purported assignment without consent is void. AqNova may assign these Terms or any rights or obligations hereunder, in whole or in part, without User consent, in connection with: (a) a merger, acquisition, or sale of substantially all of AqNova's assets; (b) a corporate restructuring or reorganization; or (c) a transfer to an affiliate. AqNova will provide Users with reasonable notice of any such assignment.
2.15.6 Notice Requirements
All legal notices to AqNova must be sent in writing to: legal@aqnova.com, with a copy by certified mail or equivalent tracked postal service to AqNova's registered principal office address on record. AqNova will send notices to Users at the email address associated with their registered account. Notices are deemed received: (a) immediately upon delivery if sent by email to a functioning address; (b) on the first Business Day after dispatch if sent by overnight courier; and (c) five Business Days after posting if sent by first-class mail.
2.15.7 Relationship of Parties
The relationship between AqNova and its Users is that of independent contracting parties. Nothing in these Terms creates or implies any employment, agency, partnership, joint venture, or franchise relationship between AqNova and any User. Users have no authority to bind AqNova contractually or to make representations on AqNova's behalf.
2.15.8 Language & Translation
These Terms are drafted in the English language. AqNova may make translations available for convenience; however, in the event of any inconsistency or conflict between the English version and any translation, the English version shall prevail, except where applicable law in the User's jurisdiction requires that the local-language version controls (including French in Quebec, Canada; Portuguese in Brazil; Spanish in applicable Latin American jurisdictions; and French/local languages as required in applicable African jurisdictions).
2.15.9 Headings
Section headings in these Terms are for organizational convenience only and do not affect the interpretation or legal effect of any provision.
2.15.10 Feedback & Suggestions
Any suggestions, ideas, feedback, or other information provided by Users to AqNova regarding the Platform ("Feedback") are non-confidential. By submitting Feedback, Users grant AqNova a perpetual, irrevocable, worldwide, royalty-free, fully paid-up license to use, implement, and commercialize such Feedback without restriction, attribution, or compensation to the User.
2.16 Contact Information & Regulatory Compliance
| AqNova — Terms & Compliance Contacts General Legal & Terms Inquiries: legal@aqnova.com Privacy & Data Protection Officer: privacy@aqnova.co DMCA / Copyright Agent: dmca@aqnova.co EU DSA Point of Contact: dsa@aqnova.co EU/UK GDPR Representative: gdpr@aqnova.co P2B Complaints (EU & UK Vendors): p2b@aqnova.co Regulatory & Government Affairs: compliance@aqnova.co Accessibility: accessibility@aqnova.co Security Incidents: security@aqnova.co Tax & Finance: tax@aqnova.co Registered Office: Arivon Holding Corporation | C/O Arivon Holding Corporation, 2571 Saturn Avenue, Unit #265, Huntington Park, CA 90255, USA VAT / GST / Tax Registration Numbers — California, USA: File Number: B20250418195 | EIN ID US: 41-3210066 | D-U-N-S Number: 142957477 | Great Britain (GB): EORI: GB511467217000 | West African Region — Nigeria (Sahara Eagle Ltd): Reg: 1957145 | Tax ID: 31052811-0001 | NEPC Reg: 0030281 | Additional jurisdictions: [To be updated upon registration] |
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AqNova Marketplace | Global Legal Footer Framework | Section 2: Platform Terms & Conditions
© 2026 Arivon Holding Corporation. All rights reserved. Effective April 7, 2026. Version 1.0.
THIS DOCUMENT IS FOR PLATFORM GOVERNANCE PURPOSES ONLY AND DOES NOT CONSTITUTE LEGAL ADVICE. CONSULT QUALIFIED LEGAL COUNSEL FOR JURISDICTION-SPECIFIC GUIDANCE.