Merchant Agreement

Effective Date: July 21, 2026 Version: 2.0.0

1. Introduction

This Merchant Agreement ("Agreement") is between you, the merchant ("Merchant", "you"), and Ventrix Technologies ("Ventrix", "we", "us", or "our"). By registering a storefront on the Ventrix Marketplace, you agree to be bound by this Agreement in addition to the general Marketplace Terms of Service and all other applicable policies.

This Agreement governs your rights and obligations as a seller on the Platform, including your responsibilities around product listings, order fulfilment, payment, and conduct.

2. Merchant Eligibility

To operate a storefront on Ventrix Marketplace, you must:

• Be at least 18 years of age or the legal age of business ownership in your jurisdiction.
• Be a legitimate business entity or an individual acting in a legitimate commercial capacity.
• Provide accurate and complete information during account registration, including business name, contact details, and bank account or mobile money information for payouts.
• Comply with all applicable laws and regulations in the Republic of Ghana, including business registration, taxation, and consumer protection requirements.

Ventrix reserves the right to reject any merchant application or to suspend an existing account if any of the above conditions are not met.

3. Subscription Plans and Commission Rates

Merchants choose from three subscription plans, each with different features and commission rates:

Free Plan: No monthly fee. Ventrix charges a platform commission of 1.5% on each completed sale. Suitable for new or part-time sellers.

Plus Plan: Monthly subscription fee applies. Ventrix charges a reduced platform commission of 0.5% per completed sale. Includes advanced storefront features and priority listing. Suitable for growing businesses.

Pro Plan: Monthly subscription fee at a higher rate. Ventrix charges no platform commission on sales. Includes all available features and the shortest escrow hold period. Suitable for established businesses with consistent sales volume.

Custom Plan: Available for enterprise-level merchants by arrangement. Contact support@ventryman.com for details.

In addition to any platform commission, all transactions are subject to a 1.95% payment processing fee charged by our payment gateway partner. This fee is non-refundable and applies regardless of the subscription plan.

4. Merchant Verification

Merchants are encouraged to complete the Ventrix marketplace verification process. Verification involves submitting proof of business identity and bank account ownership for review by the Ventrix team. Verification directly affects the escrow hold period that applies to your payouts:

• Unverified merchants: 36-hour hold after each completed order.
• Verified merchants on the Free plan: 24-hour hold.
• Verified merchants on the Plus plan: 12-hour hold.
• Verified merchants on the Pro or Custom plan: 6-hour hold.

Verified merchants also display a verification badge on their storefront, which can increase buyer confidence and improve sales.

5. Product Listings

You are solely responsible for the accuracy and legality of your product listings. All product descriptions, images, prices, and stock levels must be accurate at the time of listing. You must not list products that:

• Are counterfeit, stolen, or infringe on any third party's intellectual property rights.
• Are illegal to sell or possess in Ghana.
• Are hazardous, unsafe, or not fit for sale to the general public.
• Misrepresent the nature, condition, origin, or specifications of the actual product.

Ventrix reserves the right to remove any listing that violates these requirements without notice.

6. Order Fulfilment Obligations

Upon receiving a customer order, you must:

• Confirm the order in a timely manner.
• Fulfil the order with the exact items as described in the listing.
• Arrange delivery or make the item available for pickup within the timeframe communicated to the customer.
• Use the Ventrix delivery verification system by entering the customer's valid 6-digit code at the time of delivery.

You must not mark an order as delivered without genuine completion of the delivery. The code must be requested from the customer only after they have received and had the opportunity to inspect their goods.

7. Prohibited Conduct

In addition to the general prohibitions in the Marketplace Terms of Service, merchants are specifically prohibited from:

• Arranging payment for listed products outside of the Ventrix Marketplace to avoid platform fees. All sales of products listed on the Platform must be transacted through the Platform.
• Soliciting customers to leave the Platform for future purchases.
• Processing returns or refunds outside of the official Platform tools.
• Making false or misleading claims in response to customer disputes.
• Engaging in any form of price manipulation, fake order creation, or review fraud.

8. Payout Account and Financial Responsibility

You must maintain a valid bank account or mobile money number registered in your name for payout purposes. Ventrix will not be held liable for failed payouts caused by incorrect account information provided by you.

You are responsible for declaring and paying all applicable taxes on income received through the Platform in accordance with Ghana Revenue Authority requirements. Ventrix does not withhold taxes on your behalf unless legally required to do so.

9. Account Suspension and Termination

Ventrix may suspend or terminate your merchant account, with or without notice, if you:

• Violate this Agreement, the Marketplace Terms of Service, or any other applicable policy.
• Engage in conduct harmful to customers, other merchants, or the reputation of the Platform.
• Fail to pay any outstanding fees or amounts owed to Ventrix.
• Provide false information during registration or verification.
• Receive an unusually high rate of customer disputes or complaints.

Upon termination, your storefront will be deactivated and no new orders will be accepted. Pending payouts for legitimately completed and verified orders will be processed unless withheld for dispute or investigation reasons.

10. Changes to this Agreement

Ventrix may update this Agreement from time to time. We will notify you by email at least 14 days before any material change takes effect. Continued use of your merchant account after the effective date constitutes acceptance of the updated Agreement.

11. Contact

For questions about this Agreement, contact us at merchant@ventryman.com.