Tempo Marketplace Tax Collection Policy

1. Overview

This Marketplace Tax Collection Policy explains how sales and use tax is handled on the Tempo platform. It applies to both Buyers and Sellers and is incorporated into, and forms part of, the Tempo Terms of Service and the Tempo Seller Agreement.

In short: where Tempo has an obligation to do so under applicable state law, Tempo calculates, collects, and remits sales or use tax on transactions facilitated through the platform. Where Tempo does not have that obligation, the Seller remains responsible for any tax due. This policy describes how that line is drawn.

2. Marketplace facilitator status

A "marketplace facilitator" is generally a business that operates a marketplace and facilitates retail sales between third-party Sellers and Buyers. Many U.S. states have enacted marketplace facilitator (or "marketplace collection") laws that shift the obligation to collect and remit sales or use tax from the third-party Seller to the marketplace facilitator for sales made through the marketplace.

For transactions facilitated through the Tempo platform, Tempo Watches, LLC may be treated as a marketplace facilitator under these laws. Where and when Tempo determines it has such an obligation, Tempo assumes responsibility for collecting and remitting the applicable tax on facilitated sales, as described below.

3. What tax Tempo collects

Where Tempo has a collection obligation in a given state, Tempo will:

• Calculate the applicable state sales or use tax (and local tax where that tax is included within the state's marketplace facilitator law) on the facilitated sale;
• Collect that tax from the Buyer at checkout; and
• Remit the collected tax to the relevant taxing authority and handle related refunds of that tax.

In certain states, some local taxes are not covered by the marketplace facilitator law. Tempo is not responsible for collecting or remitting taxes that the applicable law does not place on the marketplace facilitator.

4. When and where Tempo collects

Tempo's collection obligations differ by jurisdiction and depend on factors including transaction volume, and they may begin, change, or end over time as Tempo's activity and the applicable laws change. As a result:

• Tempo may collect tax on a transaction shipped to one state but not on a comparable transaction shipped to another state; and
• Whether Tempo collects in a given state may change over time.

Tempo will collect tax only where and when it has determined it has an obligation to do so.

5. How tax appears on a transaction

Where Tempo collects tax, the tax amount is calculated based on the shipment destination and the nature of the item, displayed as a separate line item at checkout, and paid by the Buyer in addition to the listing price and shipping. If a transaction is refunded, any tax Tempo collected on that transaction is refunded together with the refunded amounts, to the extent required by applicable law.

6. Seller responsibilities

Notwithstanding Tempo's collection where it has an obligation, each Seller remains solely responsible for:

• Sales or use tax on the Seller's sales in any jurisdiction where Tempo does not collect and remit that tax;
• Sales or use tax on any sales the Seller completes outside the Tempo platform; and
• All other taxes arising from the Seller's activity, including income taxes and any business, franchise, or similar taxes.

Each Seller agrees to comply with all applicable tax laws in every jurisdiction in which the Seller has an obligation. Tempo does not provide tax advice.

7. Seller indemnification

Each Seller agrees to reimburse and indemnify Tempo for any tax, interest, penalty, or other loss arising from the Seller's failure to collect, report, or remit any tax for which the Seller is responsible under this policy, consistent with the indemnification provisions of the Tempo Seller Agreement.

8. Relationship to other agreements

This policy is incorporated into and forms part of the Tempo Terms of Service and the Tempo Seller Agreement. In the event of a conflict between this policy and those agreements regarding the collection of sales or use tax, this Marketplace Tax Collection Policy controls as to that subject matter, consistent with the rule in Terms of Service §1 that a specific incorporated policy controls over the general Terms as to its subject.

9. Changes to this policy

Tempo may update this policy from time to time to reflect changes in applicable law or in Tempo's collection obligations. The "Last updated" date above reflects the most recent revision. Updates that reflect changes in law or in Tempo's collection obligations (including activating collection in a new state) are effective on posting; any change that materially increases a Seller's obligations follows the modification-notice provisions of the Terms of Service and Seller Agreement (at least thirty (30) days' notice for material changes).

10. Contact

Questions about this policy may be directed to admin@tempo-watches.com.