Marketplace Buyer Terms

1. Introduction and Acceptance

These Marketplace Terms of Service ("Terms") govern your access to and use of the Ventrix Marketplace, a service provided by Ventrix Technologies ("Ventrix", "we", "us", or "our") through the websites ventryman.com and shop.ventryman.com ("the Platform"). By accessing the Platform, creating an account, placing an order, listing a product, or otherwise participating in the marketplace in any capacity, you agree to be bound by these Terms in full.

If you do not agree to these Terms, you must immediately stop using the Platform. We may revise these Terms from time to time. Continued use of the Platform after any revision constitutes acceptance of the updated Terms. We will always display the effective date at the top of this document.

2. Who Can Use the Platform

You must be at least 18 years of age, or the legal age of majority in your country of residence, to create an account on Ventrix Marketplace. By creating an account, you represent and warrant that all information you provide is accurate, complete, and kept up to date. Ventrix reserves the right to suspend or terminate accounts that contain false information or that violate these Terms.

There are two primary types of users on the Platform: Buyers (customers who browse and purchase products) and Merchants (businesses or individuals who register storefronts and sell products). Some provisions of these Terms apply to both, while others are specific to one type.

3. Merchant Subscription Plans

Merchants on Ventrix Marketplace operate under one of four subscription tiers, each with tailored feature limits, store locations, and platform commission rates:

Free Plan: Provided at no monthly subscription cost (GH₵ 0/month) for small kiosks and single shops. Includes 1 store location, 1 admin user, and catalog tracking for up to 50 products. Merchants on the Free plan pay a platform commission fee of 5.0% on each completed storefront sale, in addition to the payment processing gateway fee.

Plus Plan: Available at GH₵ 129/month (or annual billing discount). Designed for growing retail businesses with up to 10,000 products, 1 store location, up to 2 staff accounts, offline POS mode, register shifts, cash sessions, and expense tracking. Merchants on the Plus plan pay a reduced platform commission fee of 3.5% on each completed storefront sale, plus the payment processing gateway fee.

Pro Plan: Available at GH₵ 299/month (or annual billing discount). Designed for multi-branch operations with up to 3 store locations, up to 10 staff accounts, up to 50,000 products, multi-store analytics, promotional campaigns, audit logs, and Vexa AI assistant access. Merchants on the Pro plan pay a lower platform commission fee of 2.5% on each completed storefront sale, plus the payment processing gateway fee.

Custom Plan: Available via custom enterprise agreement for businesses requiring tailored feature workflows, custom on-premise or private cloud deployments, unlimited store locations, unlimited staff accounts, and dedicated annual support and maintenance. Platform commission fees and terms are individually negotiated and documented in a separate written agreement.

Add-on Pricing: Merchants on paid tiers can expand capacity as needed by purchasing add-on extra store locations (GH₵ 50/store/month) and extra staff accounts (GH₵ 20/staff/month). Subscription fees are billed on a recurring monthly or annual basis. Merchants who cancel their subscription will be downgraded to the Free plan at the end of their current billing cycle.

4. Payment and Transaction Fees

All online storefront payments made on Ventrix Marketplace are processed securely by our payment gateway partner (Paystack).

1. Payment Gateway Processing Fee: A standard payment processing fee of 2.0% is applied to online storefront transactions processed via Mobile Money or debit/credit cards.
2. Platform Commission Fee: Ventrix platform commission fees are dynamically applied based on the merchant's active subscription tier (Free: 5.0%, Plus: 3.5%, Pro: 2.5%, Custom: negotiated).
3. Payout Threshold & Verification: Automatic settlements are subject to a minimum payout threshold of GH₵ 10.00 GHS net payout and account verification.
4. Net Payout Calculation: Merchants acknowledge that net payout earnings disbursed to their ledger equal the gross order total minus the applicable platform commission fee and minus the payment gateway processing fee.

5. Escrow and Merchant Payouts

Ventrix operates a payment escrow system to protect both buyers and merchants. When a customer completes payment for an order, the funds are held securely in escrow and are not immediately released to the merchant. Funds remain in escrow during the fulfilment period and are only released after the order is marked as completed and the applicable escrow hold period has elapsed.

The duration of the escrow hold period depends on the merchant's verification status and subscription plan:

• Merchants who have not yet completed Ventrix's marketplace verification process are subject to a 36-hour hold on all completed orders.
• Verified merchants on the Free plan are subject to a 24-hour hold.
• Verified merchants on the Plus plan are subject to a 12-hour hold.
• Verified merchants on the Pro or Custom plan are subject to a 6-hour hold.

Payouts are processed manually by Ventrix administrators once the hold period has expired. Merchants should allow up to 3 business days from the end of the hold period for funds to appear in their registered payout account. Ventrix is not responsible for delays caused by banking institutions or mobile money providers.

6. Delivery Verification

To protect buyers from fraudulent delivery claims, Ventrix uses a one-time delivery verification code system. When an order is ready for delivery or pickup, the customer receives a confidential 6-digit verification code by email. The merchant must request this code from the customer and enter it into the Ventrix dashboard to confirm that the customer has received their order. This verification step is mandatory before an order can be marked as completed and before the escrow hold period begins.

Merchants must not pressure customers to share their verification code before the customer has physically received and inspected their order. Any merchant found to have obtained a verification code without genuine delivery of goods may have their account suspended and their payouts withheld.

7. Order Cancellations and Refunds

Either party may request to cancel an order. Merchants may cancel an order before it has been shipped. Customers may not directly cancel an order once a merchant has begun processing it; in such cases, they must contact the merchant directly to arrange cancellation.

Automatic Cancellation: If an order is in a shipped or ready-for-pickup state and the customer has not provided a delivery verification code within 14 days, the order will be automatically cancelled by the system. In this case, the customer will receive a refund equal to the order total minus the payment processing fee (2.0%). The payment processing fee is non-refundable as it was already charged by the payment gateway at the time of the original payment. The merchant will retain their product, as no delivery was completed.

Refund Timelines: Refunds are initiated through our payment gateway and typically take 3 to 7 business days to appear, depending on the customer's bank or mobile money provider. Ventrix cannot guarantee specific refund timelines as these are determined by the financial institutions involved.

8. Prohibited Conduct

You agree not to use the Platform for any unlawful purpose, or to upload, post, or sell any product that is illegal, counterfeit, hazardous, or violates the intellectual property rights of any third party. Merchants are prohibited from misrepresenting the nature, quality, or condition of their products. Any attempt to manipulate the review system, create false orders, or defraud other users will result in immediate account termination and may be reported to the appropriate authorities.

9. Intellectual Property

All content on the Platform, including but not limited to logos, design, software, and text, is the property of Ventrix or its licensors and is protected by applicable intellectual property laws. Merchants retain ownership of their product listings, images, and descriptions but grant Ventrix a non-exclusive, royalty-free licence to display this content on the Platform for the purpose of facilitating sales.

10. Limitation of Liability

To the fullest extent permitted by law, Ventrix shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill, arising out of or in connection with your use of the Platform. Ventrix acts as a technology intermediary facilitating transactions between buyers and merchants. We do not manufacture, inspect, or take physical custody of any products listed on the Platform and are not responsible for their quality, safety, or fitness for purpose.

11. Governing Law and Disputes

These Terms are governed by and construed in accordance with the laws of the Republic of Ghana. Any dispute arising under these Terms that cannot be resolved through direct negotiation shall be submitted to mediation in Accra, Ghana, before either party may commence legal proceedings.