Terms of Service

These Terms of Service form a binding agreement between you and Ventrix Inc. ("Ventrix", "we", "us", or "our"), a company operating under the laws of Ghana.

By creating an account, accessing, or using the Ventrix platform, you confirm that you have read and agree to these Terms and all policies referenced by them, including our Privacy Policy and License terms.

If you use the Service on behalf of a company, you represent that you have authority to bind that company. In that case, "you" means both you and that company.

Ventrix includes generative artificial intelligence tools, forecasting models, and natural language interfaces ("AI Services") to assist in financial analysis, inventory management, and transaction auditing.

AI-generated content is predictive, model-based output, and can occasionally be inaccurate, incomplete, or misleading.

By using the AI Services, you explicitly acknowledge and agree that:

• Cross-Checking Required: You are solely responsible for verifying all AI-generated calculations, stock forecasts, transaction alerts, and business suggestions before implementing them.
• No Professional Advice: AI outputs do not constitute professional accounting, financial, legal, or inventory audit advice.
• Data Processing: Chat history and queries submitted to the AI service are stored securely on our database. You must not input highly sensitive personal health, racial, or password data into the chat field.

Mandatory Payment Authorization: By subscribing to a paid plan or starting a trial, you agree to provide a valid payment method and authorize Ventrix to initiate automated recurring direct debits for your subscription fees.

Payment Failure & Retries: If a scheduled payment fails, we will automatically retry the charge up to four (4) times over a seven (7) day period. You will receive email notifications if your payment fails.

Account Suspension: If all payment retries fail, or if a trial expires without a plan selection, your workspace will be immediately suspended. During suspension, all stores, staff accounts, and products are locked. We do not delete your data during this period, but access will be entirely restricted until the outstanding balance is paid in full.

Downgrade Limitations: You acknowledge that you cannot downgrade your subscription to a lower tier if your current resource usage (e.g., number of stores, staff, or products) exceeds the limits of the target tier. You must manually remove excess resources before a downgrade can be processed. We do not automatically delete your resources to force a downgrade.

You are responsible for applicable taxes, levies, duties, and statutory charges associated with your business activities and use of the Service.

Settlement Account Configuration: Merchants must configure valid, authorized settlement target details (mobile money wallet or bank account) in order to receive disbursements. Payout details can be scoped company-wide or customized per storefront branch.

Processing and Gateway Fees: All storefront order earnings are calculated and disbursed to you net of (a) platform commission fees per your subscription tier, and (b) third-party payment gateway transaction processing fees (such as Paystack processing charges).

Minimum Payout Threshold: Automated settlements are subject to a minimum payout threshold configured by the platform (currently set at a default minimum of ₵10.00 GHS net payout). Earnings that do not meet this threshold will remain pending and accumulate until the threshold is met, or until settled manually.

Disbursement Holds: The platform reserves the right to place a temporary hold on payouts (e.g. for transaction verification, dispute resolution, or fraud prevention). Payouts held under these terms will be released upon platform validation.

You retain ownership of your business data. You grant Ventrix a limited license to host, process, transmit, and display that data only as needed to operate, secure, improve, and support the Service.

We process personal data in line with our Privacy Policy and applicable law, including Ghana Data Protection Act, 2012 (Act 843).

You are responsible for obtaining any notices, consents, or legal permissions needed to upload and process personal data through your account.

By submitting photos or content to the Ventrix Gallery ("Gallery Submissions"), you grant us a non-exclusive, worldwide, royalty-free, perpetual license to host, display, reproduce, and distribute these images in our promotional materials, website, and marketing channels.

You represent and warrant that you own or have the necessary rights and permissions to share the content and that your submission does not violate any third-party privacy or intellectual property rights.

Ventrix reserves the right to select, edit for clarity, or remove any Gallery Submission at its sole discretion without prior notice or compensation. You may request removal of your featured content by contacting support.

To enable advanced storefront features and list your business in the online marketplace, you must complete the identity verification process.

• Accuracy of Credentials: You represent and warrant that all submitted details (including Ghana Card number, front/back photos, and passport photos) are true, accurate, current, and belong to the legal business owner.
• Discretionary Review: Ventrix reserves the right to approve, decline, suspend, or revoke storefront permissions at its sole discretion based on compliance, risk assessment, or regulatory requirements.
• Compliance with E-commerce Laws: Merchants are fully responsible for complying with all applicable Ghanaian trading laws, consumer rights, and tax liabilities associated with sales made via their online storefront.
• Escrow Transactions: All customer storefront orders paid online via mobile money or cards are held securely in platform escrow. Upon order fulfillment and completion by the merchant, funds are released to the merchant's payouts ledger.
• Platform Commission Fees: Commission fees are calculated as a percentage of the order subtotal based dynamically on the merchant's active plan (Free, Plus, Pro, Custom) or custom override rates, and automatically deducted from the escrow balance before payout registration.
• Disbursement and Payout Accounts: Settled payouts will be disbursed to the merchant's configured Mobile Money (MTN, Telecel, AT) or Bank account targets. Merchants are solely responsible for ensuring the accuracy of their payout details.
• Data Protection: Verification documents are stored securely and processed in strict compliance with the Ghana Data Protection Act, 2012 (Act 843) for the sole purpose of fraud prevention and business verification.

The Service is provided "as is" and "as available". To the fullest extent permitted by law, we disclaim implied warranties including merchantability, fitness for a particular purpose, uninterrupted operation, and non-infringement.

Ventrix is not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for loss of profits, goodwill, data, or business opportunity.

Our aggregate liability for any claim arising from or related to the Service will not exceed the total amount paid by you to Ventrix in the twelve months before the event giving rise to the claim.

You will defend, indemnify, and hold harmless Ventrix from third-party claims arising from your content, your unlawful conduct, or your breach of these Terms.

We may suspend or terminate access immediately if we believe your use creates legal, security, or operational risk, or violates these Terms.

You may stop using the Service at any time, but obligations that by nature survive termination (including payment, liability limits, indemnity, and intellectual property provisions) will continue to apply.

These Terms are governed by the laws of Ghana. Parties will first attempt informal resolution for at least 30 days before pursuing arbitration or court action in Accra, unless urgent injunctive relief is required.