1.  Seller of Record

Seller is the vendor/seller/retailer of record and agrees to comply with all applicable Canadian environmental stewardship  legislation.   Walmart shall not act as agent of Seller in respect of sales by Seller through the Marketplace Program.  Seller shall be solely liable for all environmental fee liabilities, including, without limitation, any penalties or interest.  All references to “environmental fees”  in this Agreement shall mean all recycling fees, bottle deposits and other environmental fees. 

2.  Collection of Environmental Fees  

Walmart will publish a statement on the Walmart Site and/or on every Order confirmation email generally stating that Seller is the vendor/seller/retailer of record, and is responsible for collection and remittance of any applicable environmental fees. Seller shall be solely responsible for determining environmental fees to be remitted to various governmental and environmental stewardship agencies and will facilitate the remittance.

3. Tax Codes

A list of Tax Codes will be available through the Walmart Tool (Seller Portal). Seller will treat the Tax Codes as confidential information and will not disclose such Tax Codes to any third party. Seller will only use the Tax Codes to perform its obligations under this Agreement. Seller will be responsible to maintain and update Tax Codes if taxability of products change.

4. Reporting

Walmart will provide Sellers with daily sales transaction details for products sold through the Walmart Site. Seller is responsible for all applicable environmental fee reporting and record retention of sales data to support documentary requirements for environmental fee purposes. Seller shall promptly notify Walmart in writing (which shall be no later than one (1) business day after Seller has knowledge or belief of any incorrectly collected environmental fees) if it believes the Walmart Site has applied an incorrect environmental fee rate.

5.  Remittance of Environmental Fees

Walmart will transfer to Seller all environmental fees collected on Seller’s behalf (as part of the Seller Share) and Seller will remit to the proper government and environmental stewardship agencies all such fees paid to Seller by Walmart. Walmart may, at its discretion and based upon its written request, require Seller to provide documentation to prove that Seller has remitted the collected environmental fees to the appropriate agency.  Walmart may terminate Seller’s access to the Walmart Tool and Walmart Site if Walmart does not receive such documentation on a timely basis.  Seller will be solely responsible for remittance of all environmental fees required to be paid under all applicable Canadian environmental stewardship legislation and other Law and the filing of all related documentation with the proper government and environmental stewardship agencies.

6. Indemnity

If any governmental authority or environmental stewardship agency determines that any environmental fees are owed by Walmart or Seller on the Sellers sale of Products through the Walmart Site, or that Seller has a registration requirement  in a provincial, territorial or local jurisdiction, or is otherwise responsible for the collection and remittance or reporting of environmental fees (and all related penalties and interest) related to the Sellers sale of any Products, whether or not as a result of any action or inaction by Walmart, or if Seller fails to remit environmental fees that the Seller was required to collect on any sale made by Seller, Seller (i) agrees that Seller shall solely be responsible for payment of such environmental fees (and all related penalties and interest) and/or reporting of such environmental fees (if applicable), (ii) agrees that Walmart shall have no liability to Seller or any governmental authority or environmental stewardship agency for such environmental fees or penalties, and (iii) will not seek any reimbursement from Walmart for such environmental fees and related penalties.  Seller will indemnify and hold harmless Walmart and its affiliates and their respective officers, directors, employees and agents for any claims, liabilities, losses, fines, costs and expenses (including reasonable attorneys’ fees) arising out of or related to any determination by any governmental authority that Walmart or Seller has an environmental fee remittance or reporting obligation in any province on account of sales of Products through the Walmart Site, whether or not due to any action or inaction by Walmart. If a governmental authority or environmental stewardship agency obtains payment for such environmental fees from Walmart, Seller will promptly reimburse Walmart for all amounts paid.

7.  Reimbursement

Seller shall be solely responsible and liable for reimbursing Customers if Seller indicated on the Seller Centre that tax was due as at the date of purchase, and there was no environmental fee applicable to the sale for any reason whatsoever.