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Vendor Master Service Agreement

Last updated: 25 June 2026

This Vendor Master Service Agreement ("Agreement") is entered into between Happyn, Inc. ("Platform") and the professional service provider ("Vendor") executing this document or registering a Vendor account. For a plain-language summary, see our Sellers Policy.

1. Vendor Relationship & Scope

  • Independent contractor: Vendor is an independent contractor. Nothing in this Agreement creates a partnership, joint venture, or employer-employee relationship. Vendor is responsible for their own tools, staff, and methodology.
  • Onboarding & vetting: Vendor agrees to provide truthful credentials, licenses, and permits required by law to perform their specific services (e.g., catering licenses, liquor permits).

2. Quality Standards & SLA

  • Standard of care: Vendor shall perform all services with the highest level of professionalism and in accordance with industry standards.
  • Response time (SLA): Vendor agrees to respond to Customer inquiries through the Platform within 24 hours.
  • App availability: While the Platform strives for 99.9% uptime, Vendor acknowledges that maintenance may occur and agrees to keep offline backups of their event schedules.

3. Payment, Taxes & 1099-K

  • Commission: The Platform deducts a Platform Service Fee (currently 6%) from each booking.
  • Listing fee: A monthly listing fee (currently $29) applies to keep listings active, waived for the first 9 months for new vendors. See our Vendor Payments terms for details.
  • Payouts: Funds are disbursed to the Vendor approximately 7 days after the successful completion of the event, pending any customer disputes.
  • Tax responsibility: Vendor is solely responsible for all federal, state, and local taxes.
  • 1099-K disclosure: Pursuant to IRS regulations, the Platform will track gross payments and issue Form 1099-K to the Vendor and the IRS if the legal reporting thresholds are met.

Full payout terms are set out in our Vendor Payments terms and our Payments Policy.

4. Insurance Verification Requirement

  • Mandatory coverage: Vendor must maintain, at their own expense, General Liability Insurance with a minimum limit of $1,000,000 per occurrence.
  • Proof of insurance: Vendor agrees to upload a Certificate of Insurance (COI) upon request. Failure to maintain active insurance is grounds for immediate account deactivation.

5. Physical Security & Health/Safety

  • Venue safety: Vendor is responsible for conducting a safety assessment of the area where their services are performed.
  • Compliance: Vendor must comply with all local health and safety codes. If providing food or physical structures (tents, stages), Vendor assumes all liability for the structural or biological safety of those items.

6. Force Majeure

Neither party shall be liable for failure to perform due to "Acts of God," including but not limited to pandemics, natural disasters, war, or government-mandated lockdowns. In such events, the Cancellation & Refund Policy shall dictate the distribution of held funds.

7. Indemnification

Vendor agrees to indemnify, defend, and hold harmless Happyn, Inc. from any claims, damages, or legal fees arising from:

  • Vendor's negligence or willful misconduct;
  • Bodily injury or property damage caused by Vendor's services; and
  • Vendor's failure to pay required taxes or professional fees.

8. Term & Termination

  • Termination for convenience: Either party may terminate this Agreement with 30 days' written notice.
  • Immediate termination: The Platform may terminate this Agreement immediately if the Vendor loses professional licensing, fails to maintain insurance, or receives repeated "Substandard Quality" ratings from Customers.

9. Contact

Questions about this Agreement can be directed to Happyn, Inc. at support@happyn.com.